HR 6955 — Main Street Capital Access Act

changes in existing law made by 
the bill, as reported, are shown as follows (existing law 
proposed to be omitted is enclosed in black brackets, new 
matter is printed in italics, and existing law in which no 
change is proposed is shown in roman):

 HOME OWNERS' LOAN ACT

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SEC. 5. FEDERAL SAVINGS ASSOCIATIONS.

 (a) In General.--In order to provide thrift institutions for 
the deposit of funds and for the extension of credit for homes 
and other goods and services, the Comptroller of the Currency 
is authorized, under such regulations as the Comptroller of the 
Currency may prescribe--
 (1) to provide for the organization, incorporation, 
 examination, operation, and regulation of associations 
 to be known as Federal savings associations (including 
 Federal savings banks), and
 (2) to issue charters therefor,
giving primary consideration of the best practices of thrift 
institutions in the United States. The lending and investment 
powers conferred by this section are intended to encourage such 
institutions to provide credit for housing safely and soundly.
 (b) Deposits and Related Powers.--
 (1) Deposit accounts.--
 (A) Subject to the terms of its charter and 
 regulations of the Comptroller of the Currency, 
 a Federal savings association may--
 (i) raise funds through such deposit, 
 share, or other accounts, including 
 demand deposit accounts (hereafter in 
 this section referred to as 
 ``accounts''); and
 (ii) issue passbooks, certificates, 
 or other evidence of accounts.
 (B) A Federal savings association may not 
 permit any overdraft (including an intraday 
 overdraft) on behalf of an affiliate, or incur 
 any such overdraft in such savings 
 association's account at a Federal reserve bank 
 or Federal home loan bank on behalf of an 
 affiliate.
 All savings accounts and demand accounts shall 
 have the same priority upon liquidation. 
 Holders of accounts and obligors of a Federal 
 savings association shall, to such extent as 
 may be provided by its charter or by 
 regulations of the Comptroller of the Currency, 
 be members of the savings association, and 
 shall have such voting rights and such other 
 rights as are thereby provided.
 (C) A Federal savings association may require 
 not less than 14 days notice prior to payment 
 of savings accounts if the charter of the 
 savings association or the regulations of the 
 Comptroller of the Currency so provide.
 (D) If a Federal savings association does not 
 pay all withdrawals in full (subject to the 
 right of the association, where applicable, to 
 require notice), the payment of withdrawals 
 from accounts shall be subject to such rules 
 and procedures as may be prescribed by the 
 savings association's charter or by regulation 
 of the Comptroller of the Currency. Except as 
 authorized in writing by the Comptroller of the 
 Currency, any Federal savings association that 
 fails to make full payment of any withdrawal 
 when due shall be deemed to be in an unsafe or 
 unsound condition.
 (E) Accounts may be subject to check or to 
 withdrawal or transfer on negotiable or 
 transferable or other order or authorization to 
 the Federal savings association, as the 
 Comptroller of the Currency may by regulation 
 provide.
 (F) A Federal savings association may 
 establish remote service units for the purpose 
 of crediting savings or demand accounts, 
 debiting such accounts, crediting payments on 
 loans, and the disposition of related financial 
 transactions, as provided in regulations 
 prescribed by the Comptroller of the Currency.
 (2) Other liabilities.--To such extent as the 
 Comptroller of the Currency may authorize in writing, a 
 Federal savings association may borrow, may give 
 security, may be surety as defined by the Comptroller 
 of the Currency and may issue such notes, bonds, 
 debentures, or other obligations, or other securities, 
 including capital stock.
 (3) Loans from state housing finance agencies.--
 (A) In general.--Subject to regulation by the 
 Comptroller of the Currency but without regard 
 to any other provision of this subsection, any 
 Federal savings association that is in 
 compliance with the capital standards in effect 
 under subsection (t) may borrow funds from a 
 State mortgage finance agency of the State in 
 which the head office of such savings 
 association is situated to the same extent as 
 State law authorizes a savings association 
 organized under the laws of such State to 
 borrow from the State mortgage finance agency.
 (B) Interest rate.--A Federal savings 
 association may not make any loan of funds 
 borrowed under subparagraph (A) at an interest 
 rate which exceeds by more than 1\3/4\ percent 
 per annum the interest rate paid to the State 
 mortgage finance agency on the obligations 
 issued to obtain the funds so borrowed.
 (4) Mutual capital certificates.--In accordance with 
 regulations issued by the Comptroller of the Currency, 
 mutual capital certificates may be issued and sold 
 directly to subscribers or through underwriters. Such 
 certificates may be included in calculating capital for 
 the purpose of subsection (t) to the extent permitted 
 by the Comptroller of the Currency. The issuance of 
 certificates under this paragraph does not constitute a 
 change of control or ownership under this Act or any 
 other law unless there is in fact a change in control 
 or reorganization. Regulations relating to the issuance 
 and sale of mutual capital certificates shall provide 
 that such certificates--
 (A) are subordinate to all savings accounts, 
 savings certificates, and debt obligations;
 (B) constitute a claim in liquidation on the 
 general reserves, surplus, and undivided 
 profits of the Federal savings association 
 remaining after the payment in full of all 
 savings accounts, savings certificates, and 
 debt obligations;
 (C) are entitled to the payment of dividends; 
 and
 (D) may have a fixed or variable dividend 
 rate.
 (c) Loans and Investments.--To the extent specified in 
regulations of the Comptroller, a Federal savings association 
may invest in, sell, or otherwise deal in the following loans 
and other investments:
 (1) Loans or investments without percentage of assets 
 limitation.--Without limitation as a percentage of 
 assets, the following are permitted:
 (A) Account loans.--Loans on the security of 
 its savings accounts and loans specifically 
 related to transaction accounts.
 (B) Residential real property loans.--Loans 
 on the security of liens upon residential real 
 property.
 (C) United states government securities.--
 Investments in obligations of, or fully 
 guaranteed as to principal and interest by, the 
 United States.
 (D) Federal home loan bank and federal 
 national mortgage association securities.--
 Investments in the stock or bonds of a Federal 
 home loan bank or in the stock of the Federal 
 National Mortgage Association.
 (E) Federal home loan mortgage corporation 
 instruments.--Investments in mortgages, 
 obligations, or other securities which are or 
 have been sold by the Federal Home Loan 
 Mortgage Corporation pursuant to section 305 or 
 306 of the Federal Home Loan Mortgage 
 Corporation Act.
 (F) Other government securities.--Investments 
 in obligations, participations, securities, or 
 other instruments issued by, or fully 
 guaranteed as to principal and interest by, the 
 Federal National Mortgage Association, the 
 Student Loan Marketing Association, the 
 Government National Mortgage Association, or 
 any agency of the United States. A savings 
 association may issue and sell securities which 
 are guaranteed pursuant to section 306(g) of 
 the National Housing Act.
 (G) Deposits.--Investments in accounts of any 
 insured depository institution, as defined in 
 section 3 of the Federal Deposit Insurance Act.
 (H) State securities.--Investments in 
 obligations issued by any State or political 
 subdivision thereof (including any agency, 
 corporation, or instrumentality of a State or 
 political subdivision). A Federal savings 
 association may not invest more than 10 percent 
 of its capital in obligations of any one 
 issuer, exclusive of investments in general 
 obligations of any issuer.
 (I) Purchase of insured loans.--Purchase of 
 loans secured by liens on improved real estate 
 which are insured or guaranteed under the 
 National Housing Act, the Servicemen's 
 Readjustment Act of 1944, or chapter 37 of 
 title 38, United States Code.
 (J) Home improvement and manufactured home 
 loans.--Loans made to repair, equip, alter, or 
 improve any residential real property, and 
 loans made for manufactured home financing.
 (K) Insured loans to finance the purchase of 
 fee simple.--Loans insured under section 240 of 
 the National Housing Act.
 (L) Loans to financial institutions, brokers, 
 and dealers.--Loans to--
 (i) financial institutions with 
 respect to which the United States or 
 an agency or instrumentality thereof 
 has any function of examination or 
 supervision, or
 (ii) any broker or dealer registered 
 with the Securities and Exchange 
 Commission,
 which are secured by loans, obligations, or 
 investments in which the Federal savings 
 association has the statutory authority to 
 invest directly.
 (M) Liquidity investments.--Investments 
 (other than equity investments), identified by 
 the Comptroller, for liquidity purposes, 
 including cash, funds on deposit at a Federal 
 reserve bank or a Federal home loan bank, or 
 bankers' acceptances.
 (N) Investment in the national housing 
 partnership corporation, partnerships, and 
 joint ventures.--Investments in shares of stock 
 issued by a corporation authorized to be 
 created pursuant to title IX of the Housing and 
 Urban Development Act of 1968, and investments 
 in any partnership, limited partnership, or 
 joint venture formed pursuant to section 907(a) 
 or 907(c) of such Act.
 (O) Certain hud insured or guaranteed 
 investments.--Loans that are secured by 
 mortgages--
 (i) insured under title X of the 
 National Housing Act, or
 (ii) guaranteed under title IV of the 
 Housing and Urban Development Act of 
 1968, under part B of the National 
 Urban Policy and New Community 
 Development Act of 1970, or under 
 section 802 of the Housing and 
 Community Development Act of 1974.
 (P) State housing corporation investments.--
 Obligations of and loans to any State housing 
 corporation, if--
 (i) such obligations or loans are 
 secured directly, or indirectly through 
 an agent or fiduciary, by a first lien 
 on improved real estate which is 
 insured under the provisions of the 
 National Housing Act, and
 (ii) in the event of default, the 
 holder of the obligations or loans has 
 the right directly, or indirectly 
 through an agent or fiduciary, to cause 
 to be subject to the satisfaction of 
 such obligations or loans the real 
 estate described in the first lien or 
 the insurance proceeds under the 
 National Housing Act.
 (Q) Investment companies.--A Federal savings 
 association may invest in, redeem, or hold 
 shares or certificates issued by any open-end 
 management investment company which--
 (i) is registered with the Securities 
 and Exchange Commission under the 
 Investment Company Act of 1940, and
 (ii) the portfolio of which is 
 restricted by such management company's 
 investment policy (changeable only if 
 authorized by shareholder vote) solely 
 to investments that a Federal savings 
 association by law or regulation may, 
 without limitation as to percentage of 
 assets, invest in, sell, redeem, hold, 
 or otherwise deal in.
 (R) Mortgage-backed securities.--Investments 
 in securities that--
 (i) are offered and sold pursuant to 
 section 4(5) of the Securities Act of 
 1933; or
 (ii) are mortgage related securities 
 (as defined in section 3(a)(41) of the 
 Securities Exchange Act of 1934),
 subject to such regulations as the Comptroller 
 may prescribe, including regulations 
 prescribing minimum size of the issue (at the 
 time of initial distribution) or minimum 
 aggregate sales price, or both.
 (S) Small business related securities.--
 Investments in small business related 
 securities (as defined in section 3(a)(53) of 
 the Securities Exchange Act of 1934), subject 
 to such regulations as the Comptroller may 
 prescribe, including regulations concerning the 
 minimum size of the issue (at the time of the 
 initial distribution), the minimum aggregate 
 sales price, or both.
 (T) Credit card loans.--Loans made through 
 credit cards or credit card accounts.
 (U) Educational loans.--Loans made for the 
 payment of educational expenses.
 (V) Agricultural loans.--Secured or unsecured 
 loans for agricultural purposes.
 (2) Loans or investments limited to a percentage of 
 assets or capital.--The following loans or investments 
 are permitted, but only to the extent specified:
 (A) Commercial and other loans.--Secured or 
 unsecured loans for commercial, corporate, 
 [business, or agricultural] or business 
 purposes. The aggregate amount of loans made 
 under this subparagraph may not exceed 20 
 percent of the total assets of the Federal 
 savings association, and amounts in excess of 
 10 percent of such total assets may be used 
 under this subparagraph only for small business 
 loans, as that term is defined by the 
 Comptroller.
 (B) Nonresidential real property loans.--
 (i) In general.--Loans on the 
 security of liens upon nonresidential 
 real property. Except as provided in 
 clause (ii), the aggregate amount of 
 such loans shall not exceed 400 percent 
 of the Federal savings association's 
 capital, as determined under subsection 
 (t).
 (ii) Exception.--The Comptroller may 
 permit a savings association to exceed 
 the limitation set forth in clause (i) 
 if the Comptroller determines that the 
 increased authority--
 (I) poses no significant risk 
 to the safe and sound operation 
 of the association, and
 (II) is consistent with 
 prudent operating practices.
 (iii) Monitoring.--If the Comptroller 
 permits any increased authority 
 pursuant to clause (ii), the 
 Comptroller shall closely monitor the 
 Federal savings association's condition 
 and lending activities to ensure that 
 the savings association carries out all 
 authority under this paragraph in a 
 safe and sound manner and complies with 
 this subparagraph and all relevant laws 
 and regulations.
 (C) Investments in personal property.--
 Investments in tangible personal property, 
 including vehicles, manufactured homes, 
 machinery, equipment, or furniture, for rental 
 or sale. Investments under this subparagraph 
 may not exceed 10 percent of the assets of the 
 Federal savings association.
 (D) Consumer loans and certain securities.--A 
 Federal savings association may make loans for 
 personal, family, or household purposes, 
 including loans reasonably incident to 
 providing such credit, and may invest in, sell, 
 or hold commercial paper and corporate debt 
 securities, as defined and approved by the 
 Comptroller. Loans and other investments under 
 this subparagraph may not exceed 35 percent of 
 the assets of the Federal savings association, 
 except that amounts in excess of 30 percent of 
 the assets may be invested only in loans which 
 are made by the association directly to the 
 original obligor and with respect to which the 
 association does not pay any finder, referral, 
 or other fee, directly or indirectly, to any 
 third party.
 (3) Loans or investments limited to 5 percent of 
 assets.--The following loans or investments are 
 permitted, but not to exceed 5 percent of assets of a 
 Federal savings association for each subparagraph:
 (A) Community development investments.--
 Investments in real property and obligations 
 secured by liens on real property located 
 within a geographic area or neighborhood 
 receiving concentrated development assistance 
 by a local government under title I of the 
 Housing and Community Development Act of 1974. 
 No investment under this subparagraph in such 
 real property may exceed an aggregate of 2 
 percent of the assets of the Federal savings 
 association.
 (B) Nonconforming loans.--Loans upon the 
 security of or respecting real property or 
 interests therein used for primarily 
 residential or farm purposes that do not comply 
 with the limitations of this subsection.
 (C) Construction loans without security.--
 Loans--
 (i) the principal purpose of which is 
 to provide financing with respect to 
 what is or is expected to become 
 primarily residential real estate; and
 (ii) with respect to which the 
 association--
 (I) relies substantially on 
 the borrower's general credit 
 standing and projected future 
 income for repayment, without 
 other security; or
 (II) relies on other 
 assurances for repayment, 
 including a guarantee or 
 similar obligation of a third 
 party.
 The aggregate amount of such investments shall 
 not exceed the greater of the Federal savings 
 association's capital or 5 percent of its 
 assets.
 (4) Other loans and investments.--The following 
 additional loans and other investments to the extent 
 authorized below:
 (A) Business development credit 
 corporations.--A Federal savings association 
 that is in compliance with the capital 
 standards prescribed under subsection (t) may 
 invest in, lend to, or to commit itself to lend 
 to, any business development credit corporation 
 incorporated in the State in which the home 
 office of the association is located in the 
 same manner and to the same extent as savings 
 associations chartered by such State are 
 authorized. The aggregate amount of such 
 investments, loans, and commitments of any such 
 Federal savings association shall not exceed 
 one-half of 1 percent of the association's 
 total outstanding loans or $250,000, whichever 
 is less.
 (B) Service corporations.--Investments in the 
 capital stock, obligations, or other securities 
 of any corporation organized under the laws of 
 the State in which the Federal savings 
 association's home office is located, if such 
 corporation's entire capital stock is available 
 for purchase only by savings associations of 
 such State and by Federal associations having 
 their home offices in such State. No Federal 
 savings association may make any investment 
 under this subparagraph if the association's 
 aggregate outstanding investment under this 
 subparagraph would exceed 3 percent of the 
 association's assets. Not less than one-half of 
 the investment permitted under this 
 subparagraph which exceeds 1 percent of the 
 association's assets shall be used primarily 
 for community, inner-city, and community 
 development purposes.
 (C) Foreign assistance investments.--
 Investments in housing project loans having the 
 benefit of any guaranty under section 221 of 
 the Foreign Assistance Act of 1961 or loans 
 having the benefit of any guarantee under 
 section 224 of such Act, or any commitment or 
 agreement with respect to such loans made 
 pursuant to either of such sections and in the 
 share capital and capital reserve of the Inter-
 American Savings and Loan Bank. This authority 
 extends to the acquisition, holding, and 
 disposition of loans guaranteed under section 
 221 or 222 of such Act. Investments under this 
 subparagraph shall not exceed 1 percent of the 
 Federal savings association's assets.
 (D) Small business investment companies.--A 
 Federal savings association may invest in 
 stock, obligations, or other securities of any 
 small business investment company formed 
 pursuant to section 301(d) of the Small 
 Business Investment Act of 1958 for the purpose 
 of aiding members of a Federal home loan bank. 
 A Federal savings association may not make any 
 investment under this subparagraph if its 
 aggregate outstanding investment under this 
 subparagraph would exceed 1 percent of the 
 assets of such savings association.
 (E) Bankers' banks.--A Federal savings 
 association may purchase for its own account 
 shares of stock of a bankers' bank, described 
 in Paragraph Seventh of section 5136 of the 
 Revised Statutes or in section 5169(b) of the 
 Revised Statutes, on the same terms and 
 conditions as a national bank may purchase such 
 shares.
 (F) New markets venture capital companies.--A 
 Federal savings association may invest in 
 stock, obligations, or other securities of any 
 New Markets Venture Capital company as defined 
 in section 351 of the Small Business Investment 
 Act of 1958, except that a Federal savings 
 association may not make any investment under 
 this subparagraph if its aggregate outstanding 
 investment under this subparagraph would exceed 
 5 percent of the capital and surplus of such 
 savings association.
 (5) Transition rule for savings associations 
 acquiring banks.--
 (A) In general.--If, under section 5(d)(3) of 
 the Federal Deposit Insurance Act, a savings 
 association acquires all or substantially all 
 of the assets of a bank, the appropriate 
 Federal banking agency may permit the savings 
 association to retain any such asset during the 
 2-year period beginning on the date of the 
 acquisition.
 (B) Extension.--The appropriate Federal 
 banking agency may extend the 2-year period 
 described in subparagraph (A) for not more than 
 1 year at a time and not more than 2 years in 
 the aggregate, if the appropriate Federal 
 banking agency determines that the extension is 
 consistent with the purposes of this Act.
 (6) Definitions.--For purposes of this subsection, 
 the following definitions shall apply:
 (A) Residential property.--The terms 
 ``residential real property'' or ``residential 
 real estate'' mean leaseholds, homes (including 
 condominiums and cooperatives, except that in 
 connection with loans on individual cooperative 
 units, such loans shall be adequately secured 
 as defined by the Comptroller) and, 
 combinations of homes or dwelling units and 
 business property, involving only minor or 
 incidental business use, or property to be 
 improved by construction of such structures.
 (B) Loans.--The term ``loans'' includes 
 obligations and extensions or advances of 
 credit; and any reference to a loan or 
 investment includes an interest in such a loan 
 or investment.
 (d) Regulatory Authority.--
 (1) In general.--
 (A) Enforcement.--The appropriate Federal 
 banking agency shall have power to enforce this 
 section, section 8 of the Federal Deposit 
 Insurance Act, and regulations prescribed 
 hereunder. In enforcing any provision of this 
 section, regulations prescribed under this 
 section, or any other law or regulation, or in 
 any other action, suit, or proceeding to which 
 the appropriate Federal banking agency is a 
 party or in which the appropriate Federal 
 banking agency is interested, and in the 
 administration of conservatorships and 
 receiverships, the appropriate Federal banking 
 agency may act in the name of the appropriate 
 Federal banking agency and through the 
 attorneys of the appropriate Federal banking 
 agency. Except as otherwise provided, the 
 Comptroller shall be subject to suit (other 
 than suits on claims for money damages) by any 
 Federal savings association or director or 
 officer thereof with respect to any matter 
 under this section or any other applicable law, 
 or regulation thereunder, in the United States 
 district court for the judicial district in 
 which the savings association's home office is 
 located, or in the United States District Court 
 for the District of Columbia, and the 
 Comptroller may be served with process in the 
 manner prescribed by the Federal Rules of Civil 
 Procedure.
 (B) Ancillary provisions.--(i) In making 
 examinations of savings associations, examiners 
 appointed by the appropriate Federal banking 
 agency shall have power to make such 
 examinations of the affairs of all affiliates 
 of such savings associations as shall be 
 necessary to disclose fully the relations 
 between such savings associations and their 
 affiliates and the effect of such relations 
 upon such savings associations. For purposes of 
 this subsection, the term ``affiliate'' has the 
 same meaning as in section 2(b) of the Banking 
 Act of 1933, except that the term ``member 
 bank'' in section 2(b) shall be deemed to refer 
 to a savings association.
 (ii) In the course of any examination of any 
 savings association, upon request by the 
 appropriate Federal banking agency, prompt and 
 complete access shall be given to all savings 
 association officers, directors, employees, and 
 agents, and to all relevant books, records, or 
 documents of any type.
 (iii) Upon request made in the course of 
 supervision or oversight of any savings 
 association, for the purpose of acting on any 
 application or determining the condition of any 
 savings association, including whether 
 operations are being conducted safely, soundly, 
 or in compliance with charters, laws, 
 regulations, directives, written agreements, or 
 conditions imposed in writing in connection 
 with the granting of an application or other 
 request, the appropriate Federal banking agency 
 shall be given prompt and complete access to 
 all savings association officers, directors, 
 employees, and agents, and to all relevant 
 books, records, or documents of any type.
 (iv) If prompt and complete access upon 
 request is not given as required in this 
 subsection, the appropriate Federal banking 
 agency may apply to the United States district 
 court for the judicial district (or the United 
 States court in any territory) in which the 
 principal office of the institution is located, 
 or in which the person denying such access 
 resides or carries on business, for an order 
 requiring that such information be promptly 
 provided.
 (v) In connection with examinations of 
 savings associations and affiliates thereof, 
 the appropriate Federal banking agency may--
 (I) administer oaths and affirmations 
 and examine and to take and preserve 
 testimony under oath as to any matter 
 in respect of the affairs or ownership 
 of any such savings association or 
 affiliate, and
 (II) issue subpoenas and, for the 
 enforcement thereof, apply to the 
 United States district court for the 
 judicial district (or the United States 
 court in any territory) in which the 
 principal office of the savings 
 association or affiliate is located, or 
 in which the witness resides or carries 
 on business.
 Such courts shall have jurisdiction and power 
 to order and require compliance with any such 
 subpoena.
 (vi) In any proceeding under this section, 
 the appropriate Federal banking agency may 
 administer oaths and affirmations, take 
 depositions, and issue subpenas. The 
 Comptroller may prescribe regulations with 
 respect to any such proceedings. The attendance 
 of witnesses and the production of documents 
 provided for in this subsection may be required 
 from any place in any State or in any territory 
 at any designated place where such proceeding 
 is being conducted.
 (vii) Any party to a proceeding under this 
 section may apply to the United States District 
 Court for the District of Columbia, or the 
 United States district court for the judicial 
 district (or the United States court in any 
 territory) in which such proceeding is being 
 conducted, or where the witness resides or 
 carries on business, for enforcement of any 
 subpoena issued pursuant to this subsection or 
 section 10(c) of the Federal Deposit Insurance 
 Act, and such courts shall have jurisdiction 
 and power to order and require compliance 
 therewith. Witnesses subpoenaed under this 
 section shall be paid the same fees and mileage 
 that are paid witnesses in the district courts 
 of the United States. All expenses of the 
 appropriate Federal banking agency in 
 connection with this section shall be 
 considered as nonadministrative expenses. Any 
 court having jurisdiction of any proceeding 
 instituted under this section by a savings 
 association, or a director or officer thereof, 
 may allow to any such party reasonable expenses 
 and attorneys' fees. Such expenses and fees 
 shall be paid by the savings association.
 (2) Conservatorships and receiverships.--
 (A) Grounds for appointing conservator or 
 receiver for insured savings association.--The 
 appropriate Federal banking agency may appoint 
 a conservator or receiver for an insured 
 savings association if the appropriate Federal 
 banking agency determines, in the discretion of 
 the appropriate Federal banking agency, that 1 
 or more of the grounds specified in section 
 11(c)(5) of the Federal Deposit Insurance Act 
 exists.
 (B) Power of appointment; judicial review.--
 The appropriate Federal banking agency shall 
 have exclusive power and jurisdiction to 
 appoint a conservator or receiver for a Federal 
 savings association. If, in the opinion of the 
 appropriate Federal banking agency, a ground 
 for the appointment of a conservator or 
 receiver for a savings association exists, the 
 appropriate Federal banking agency is 
 authorized to appoint ex parte and without 
 notice a conservator or receiver for the 
 savings association. In the event of such 
 appointment, the association may, within 30 
 days thereafter, bring an action in the United 
 States district court for the judicial district 
 in which the home office of such association is 
 located, or in the United States District Court 
 for the District of Columbia, for an order 
 requiring the appropriate Federal banking 
 agency to remove such conservator or receiver, 
 and the court shall upon the merits dismiss 
 such action or direct the appropriate Federal 
 banking agency to remove such conservator or 
 receiver. Upon the commencement of such an 
 action, the court having jurisdiction of any 
 other action or proceeding authorized under 
 this subsection to which the association is a 
 party shall stay such action or proceeding 
 during the pendency of the action for removal 
 of the conservator or receiver.
 (C) Replacement.--The appropriate Federal 
 banking agency may, without any prior notice, 
 hearing, or other action, replace a conservator 
 with another conservator or with a receiver, 
 but such replacement shall not affect any right 
 which the association may have to obtain 
 judicial review of the original appointment, 
 except that any removal under this subparagraph 
 shall be removal of the conservator or receiver 
 in office at the time of such removal.
 (D) Court action.--Except as otherwise 
 provided in this subsection, no court may take 
 any action for or toward the removal of any 
 conservator or receiver or, except at the 
 request of the appropriate Federal banking 
 agency, to restrain or affect the exercise of 
 powers or functions of a conservator or 
 receiver.
 (E) Powers.--
 (i) In general.--A conservator shall 
 have all the powers of the members, the 
 stockholders, the directors, and the 
 officers of the association and shall 
 be authorized to operate the 
 association in its own name or to 
 conserve its assets in the manner and 
 to the extent authorized by the 
 appropriate Federal banking agency.
 (ii) FDIC as conservator or 
 receiver.--Except as provided in 
 section 21A of the Federal Home Loan 
 Bank Act, the appropriate Federal 
 banking agency, at the Director's 
 discretion, may appoint the Federal 
 Deposit Insurance Corporation as 
 conservator for a savings association. 
 The appropriate Federal banking agency 
 shall appoint only the Federal Deposit 
 Insurance Corporation as receiver for a 
 savings association for the purpose of 
 liquidation or winding up the affairs 
 of such savings association. The 
 conservator or receiver so appointed 
 shall, as such, have power to buy at 
 its own sale. The Federal Deposit 
 Insurance Corporation, as such 
 conservator or receiver, shall have all 
 the powers of a conservator or 
 receiver, as appropriate, granted under 
 the Federal Deposit Insurance Act, and 
 (when not inconsistent therewith) any 
 other rights, powers, and privileges 
 possessed by conservators or receivers, 
 as appropriate, of savings associations 
 under this Act and any other provisions 
 of law.
 (F) Disclosure requirement for those acting 
 on behalf of conservator.--A conservator shall 
 require that any independent contractor, 
 consultant, or counsel employed by the 
 conservator in connection with the 
 conservatorship of a savings association 
 pursuant to this section shall fully disclose 
 to all parties with which such contractor, 
 consultant, or counsel is negotiating, any 
 limitation on the authority of such contractor, 
 consultant, or counsel to make legally binding 
 representations on behalf of the conservator.
 (3) Regulations.--
 (A) In general.--The Comptroller may 
 prescribe regulations for the reorganization, 
 consolidation, liquidation, and dissolution of 
 savings associations, for the merger of insured 
 savings associations with insured savings 
 associations, for savings associations in 
 conservatorship and receivership, and for the 
 conduct of conservatorships and receiverships. 
 The Comptroller may, by regulation or 
 otherwise, provide for the exercise of 
 functions by members, stockholders, directors, 
 or officers of a savings association during 
 conservatorship and receivership.
 (B) FDIC as conservator or receiver.--In any 
 case where the Federal Deposit Insurance 
 Corporation is the conservator or receiver, any 
 regulations prescribed by the Comptroller shall 
 be consistent with any regulations prescribed 
 by the Federal Deposit Insurance Corporation 
 pursuant to the Federal Deposit Insurance Act.
 (4) Refusal to comply with demand.--Whenever a 
 conservator or receiver appointed by the appropriate 
 Federal banking agency demands possession of the 
 property, business, and assets of any savings 
 association, or of any part thereof, the refusal by any 
 director, officer, employee, or agent of such 
 association to comply with the demand shall be 
 punishable by a fine of not more than $5,000 or 
 imprisonment for not more than one year, or both.
 (5) Definitions.--As used in this subsection, the 
 term ``savings association'' includes any savings 
 association or former savings association that retains 
 deposits insured by the Corporation, notwithstanding 
 termination of its status as an institution insured by 
 the Corporation.
 (6) Compliance with monetary transaction 
 recordkeeping and report requirements.--
 (A) Compliance procedures required.--The 
 Comptroller shall prescribe regulations 
 requiring savings associations to establish and 
 maintain procedures reasonably designed to 
 assure and monitor the compliance of such 
 associations with the requirements of 
 subchapter II of chapter 53 of title 31, United 
 States Code.
 (B) Examinations of savings associations to 
 include review of compliance procedures.--
 (i) In general.--Each examination of 
 a savings association by the 
 appropriate Federal banking agency 
 shall include a review of the 
 procedures required to be established 
 and maintained under subparagraph (A).
 (ii) Exam report requirement.--The 
 report of examination shall describe 
 any problem with the procedures 
 maintained by the association.
 (C) Order to comply with requirements.--If 
 the appropriate Federal banking agency 
 determines that a savings association--
 (i) has failed to establish and 
 maintain the procedures described in 
 subparagraph (A); or
 (ii) has failed to correct any 
 problem with the procedures maintained 
 by such association which was 
 previously reported to the association 
 by the appropriate Federal banking 
 agency,
 the appropriate Federal banking agency shall 
 issue an order under section 8 of the Federal 
 Deposit Insurance Act requiring such 
 association to cease and desist from its 
 violation of this paragraph or regulations 
 prescribed under this paragraph.
 (7) Regulation and examination of savings association 
 service companies, subsidiaries, and service 
 providers.--
 (A) General examination and regulatory 
 authority.--A service company or subsidiary 
 that is owned in whole or in part by a savings 
 association shall be subject to examination and 
 regulation by the appropriate Federal banking 
 agency to the same extent as that savings 
 association.
 (B) Examination by other banking agencies.--
 The appropriate Federal banking agency may 
 authorize any other Federal banking agency that 
 supervises any other owner of part of the 
 service company or subsidiary to perform an 
 examination described in subparagraph (A).
 (C) Applicability of section 8 of the federal 
 deposit insurance act.--A service company or 
 subsidiary that is owned in whole or in part by 
 a saving association shall be subject to the 
 provisions of section 8 of the Federal Deposit 
 Insurance Act as if the service company or 
 subsidiary were an insured depository 
 institution. In any such case, the Federal 
 Deposit Insurance Corporation or the 
 Comptroller, as appropriate, shall be deemed to 
 be the appropriate Federal banking agency, 
 pursuant to section 3(q) of the Federal Deposit 
 Insurance Act.
 (D) Service performed by contract or 
 otherwise.--Notwithstanding subparagraph (A), 
 if a savings association, a subsidiary thereof, 
 or any savings and loan affiliate or entity, as 
 identified by section 8(b)(9) of the Federal 
 Deposit Insurance Act, that is regularly 
 examined or subject to examination by the 
 appropriate Federal banking agency, causes to 
 be performed for itself, by contract or 
 otherwise, any service authorized under this 
 Act or, in the case of a State savings 
 association, any applicable State law, whether 
 on or off its premises--
 (i) such performance shall be subject 
 to regulation and examination by the 
 appropriate Federal banking agency to 
 the same extent as if such services 
 were being performed by the savings 
 association on its own premises; and
 (ii) the savings association shall 
 notify the appropriate Federal banking 
 agency of the existence of the service 
 relationship not later than 30 days 
 after the earlier of--
 (I) the date on which the 
 contract is entered into; or
 (II) the date on which the 
 performance of the service is 
 initiated.
 (E) Administration by the comptroller and the 
 corporation.--The Comptroller may issue such 
 regulations, and the appropriate Federal 
 banking agency may issue such orders, including 
 those issued pursuant to section 8 of the 
 Federal Deposit Insurance Act, as may be 
 necessary to administer and carry out this 
 paragraph and to prevent evasion of this 
 paragraph.
 (8) Definitions.--For purposes of this section--
 (A) the term ``service company'' means--
 (i) any corporation--
 (I) that is organized to 
 perform services authorized by 
 this Act or, in the case of a 
 corporation owned in part by a 
 State savings association, 
 authorized by applicable State 
 law; and
 (II) all of the capital stock 
 of which is owned by 1 or more 
 insured savings associations; 
 and
 (ii) any limited liability company--
 (I) that is organized to 
 perform services authorized by 
 this Act or, in the case of a 
 company, 1 of the members of 
 which is a State savings 
 association, authorized by 
 applicable State law; and
 (II) all of the members of 
 which are 1 or more insured 
 savings associations;
 (B) the term ``limited liability company'' 
 means any company, partnership, trust, or 
 similar business entity organized under the law 
 of a State (as defined in section 3 of the 
 Federal Deposit Insurance Act) that provides 
 that a member or manager of such company is not 
 personally liable for a debt, obligation, or 
 liability of the company solely by reason of 
 being, or acting as, a member or manager of 
 such company; and
 (C) the terms ``State savings association'' 
 and ``subsidiary'' have the same meanings as in 
 section 3 of the Federal Deposit Insurance Act.
 (e) Character and Responsibility.--A charter may be granted 
only--
 (1) to persons of good character and responsibility,
 (2) if in the judgment of the Comptroller a necessity 
 exists for such an institution in the community to be 
 served,
 (3) if there is a reasonable probability of its 
 usefulness and success, and
 (4) if the association can be established without 
 undue injury to properly conducted existing local 
 thrift and home financing institutions.
 (f) Federal Home Loan Bank Membership.--After the end of the 
6-month period beginning on the date of the enactment of the 
Federal Home Loan Bank System Modernization Act of 1999, a 
Federal savings association may become a member of the Federal 
Home Loan Bank System, and shall qualify for such membership in 
the manner provided by the Federal Home Loan Bank Act.
 (h) Discriminatory State and Local Taxation Prohibited.--No 
State, county, municipal, or local taxing authority may impose 
any tax on Federal savings associations or their franchise, 
capital, reserves, surplus, loans, or income greater than that 
imposed by such authority on other similar local mutual or 
cooperative thrift and home financing institutions.
 (i) Conversions.--
 (1) In general.--Any savings association which is, or 
 is eligible to become, a member of a Federal home loan 
 bank may convert into a Federal savings association 
 (and in so doing may change directly from the mutual 
 form to the stock form, or from the stock form to the 
 mutual form). Such conversion shall be subject to such 
 regulations as the Comptroller shall prescribe. 
 Thereafter such Federal savings association shall be 
 entitled to all the benefits of this section and shall 
 be subject to examination and regulation to the same 
 extent as other associations incorporated pursuant to 
 this Act.
 (2) Authority of Comptroller.--(A) No savings 
 association may convert from the mutual to the stock 
 form, or from the stock form to the mutual form, except 
 in accordance with the regulations of the Comptroller.
 (B) Any aggrieved person may obtain review of a final 
 action of the Comptroller which approves or disapproves 
 a plan of conversion pursuant to this subsection only 
 by complying with the provisions of section 10(j) of 
 this Act within the time limit and in the manner 
 therein prescribed, which provisions shall apply in all 
 respects as if such final action were an order the 
 review of which is therein provided for, except that 
 such time limit shall commence upon publication of 
 notice of such final action in the Federal Register or 
 upon the giving of such general notice of such final 
 action as is required by or approved under regulations 
 of the Comptroller, whichever is later.
 (C) Any Federal savings association may change its 
 designation from a Federal savings association to a 
 Federal savings bank, or the reverse.
 (3) Conversion to state association.--(A) Any Federal 
 savings association may convert itself into a savings 
 association or savings bank organized pursuant to the 
 laws of the State in which the principal office of such 
 Federal savings association is located if--
 (i) the State permits the conversion of any 
 savings association or savings bank of such 
 State into a Federal savings association;
 (ii) such conversion of a Federal savings 
 association into such a State savings 
 association is determined--
 (I) upon the vote in favor of such 
 conversion cast in person or by proxy 
 at a special meeting of members or 
 stockholders called to consider such 
 action, specified by the law of the 
 State in which the home office of the 
 Federal savings association is located, 
 as required by such law for a State-
 chartered institution to convert itself 
 into a Federal savings association, but 
 in no event upon a vote of less than 51 
 percent of all the votes cast at such 
 meeting, and
 (II) upon compliance with other 
 requirements reciprocally equivalent to 
 the requirements of such State law for 
 the conversion of a State-chartered 
 institution into a Federal savings 
 association;
 (iii) notice of the meeting to vote on 
 conversion shall be given as herein provided 
 and no other notice thereof shall be necessary; 
 the notice shall expressly state that such 
 meeting is called to vote thereon, as well as 
 the time and place thereof; and such notice 
 shall be mailed, postage prepaid, at least 30 
 and not more than 60 days prior to the date of 
 the meeting, to the Comptroller and to each 
 member or stockholder of record of the Federal 
 savings association at the member's or 
 stockholder's last address as shown on the 
 books of the Federal savings association;
 (iv) when a mutual savings association is 
 dissolved after conversion, the members or 
 shareholders of the savings association will 
 share on a mutual basis in the assets of the 
 association in exact proportion to their 
 relative share or account credits;
 (v) when a stock savings association is 
 dissolved after conversion, the stockholders 
 will share on an equitable basis in the assets 
 of the association; and
 (vi) such conversion shall be effective upon 
 the date that all the provisions of this Act 
 shall have been fully complied with and upon 
 the issuance of a new charter by the State 
 wherein the savings association is located.
 (B)(i) The act of conversion constitutes consent by 
 the institution to be bound by all the requirements 
 that the Comptroller may impose under this Act.
 (ii) The savings association shall upon conversion 
 and thereafter be authorized to issue securities in any 
 form currently approved at the time of issue by the 
 Comptroller for issuance by similar savings 
 associations in such State.
 (iii) If the insurance of accounts is terminated in 
 connection with such conversion, the notice and other 
 action shall be taken as provided by law and 
 regulations for the termination of insurance of 
 accounts.
 (4) Savings bank activities.--(A) To the extent 
 authorized by the Comptroller, but subject to section 
 18(m)(3) of the Federal Deposit Insurance Act--
 (i) any Federal savings bank chartered as 
 such prior to October 15, 1982, may continue to 
 make any investment or engage in any activity 
 not otherwise authorized under this section, to 
 the degree it was permitted to do so as a 
 Federal savings bank prior to October 15, 1982; 
 and
 (ii) any Federal savings bank in existence on 
 the date of the enactment of the Financial 
 Institutions Reform, Recovery, and Enforcement 
 Act of 1989 and formerly organized as a mutual 
 savings bank under State law may continue to 
 make any investment or engage in any activity 
 not otherwise authorized under this section, to 
 the degree it was authorized to do so as a 
 mutual savings bank under State law.
 (B) The authority conferred by this paragraph may be 
 utilized by any Federal savings association that 
 acquires, by merger or consolidation, a Federal savings 
 bank enjoying grandfather rights hereunder.
 (5) Conversion to national or state bank.--
 (A) In general.--Any Federal savings 
 association chartered and in operation before 
 the date of enactment of the Gramm-Leach-Bliley 
 Act, with branches in operation before such 
 date of enactment in 1 or more States, may 
 convert, at its option, with the approval of 
 the Comptroller for each national bank, and 
 with the approval of the appropriate State bank 
 supervisor and the appropriate Federal banking 
 agency for each State bank, into 1 or more 
 national or State banks, each of which may 
 encompass 1 or more of the branches of the 
 Federal savings association in operation before 
 such date of enactment in 1 or more States 
 subject to subparagraph (B).
 (B) Conditions of conversion.--The authority 
 in subparagraph (A) shall apply only if each 
 resulting national or State bank--
 (i) will meet all financial, 
 management, and capital requirements 
 applicable to the resulting national or 
 State bank; and
 (ii) if more than 1 national or State 
 bank results from a conversion under 
 this subparagraph, has received 
 approval from the Federal Deposit 
 Insurance Corporation under section 
 5(a) of the Federal Deposit Insurance 
 Act.
 (C) No merger application under fdia 
 required.--No application under section 18(c) 
 of the Federal Deposit Insurance Act shall be 
 required for a conversion under this paragraph.
 (D) Definitions.--For purposes of this 
 paragraph, the terms ``State bank'' and ``State 
 bank supervisor'' have the same meanings as in 
 section 3 of the Federal Deposit Insurance Act.
 (6) Limitation on certain conversions by federal 
 savings associations.--A Federal savings association 
 may not convert to a State bank or State savings 
 association during any period in which the Federal 
 savings association is subject to a cease and desist 
 order (or other formal enforcement order) issued by, or 
 a memorandum of understanding entered into with, the 
 Office of Thrift Supervision or the Comptroller of the 
 Currency with respect to a significant supervisory 
 matter.
 (k) Depository of Public Money.--When designated for that 
purpose by the Secretary of the Treasury, a savings association 
the deposits of which are insured by the Corporation shall be a 
depository of public money and may be employed as fiscal agent 
of the Government under such regulations as may be prescribed 
by the Secretary and shall perform all such reasonable duties 
as fiscal agent of the Government as may be required of it. A 
savings association the deposits of which are insured by the 
Corporation may act as agent for any other instrumentality of 
the United States when designated for that purpose by such 
instrumentality, including services in connection with the 
collection of taxes and other obligations owed the United 
States, and the Secretary of the Treasury may deposit public 
money in any such savings association, and shall prescribe such 
regulations as may be necessary to carry out the purposes of 
this subsection.
 (l) Retirement Accounts.--A Federal savings association is 
authorized to act as trustee of any trust created or organized 
in the United States and forming part of a stock bonus, 
pension, or profit-sharing plan which qualifies or qualified 
for specific tax treatment under section 401(d) of the Internal 
Revenue Code of 1986 and to act as trustee or custodian of an 
individual retirement account within the meaning of section 408 
of such Code if the funds of such trust or account are invested 
only in savings accounts or deposits in such Federal savings 
association or in obligations or securities issued by such 
Federal savings association. All funds held in such fiduciary 
capacity by any Federal savings association may be commingled 
for appropriate purposes of investment, but individual records 
shall be kept by the fiduciary for each participant and shall 
show in proper detail all transactions engaged in under this 
paragraph.
 (m) Branching.--
 (1) In general.--
 (A) No savings association incorporated under 
 the laws of the District of Columbia or 
 organized in the District or doing business in 
 the District shall establish any branch or move 
 its principal office or any branch without the 
 Director's prior written approval.
 (B) No savings association shall establish 
 any branch in the District of Columbia or move 
 its principal office or any branch in the 
 District without the Director's prior written 
 approval.
 (2) Definition.--For purposes of this subsection the 
 term ``branch'' means any office, place of business, or 
 facility, other than the principal office as defined by 
 the Comptroller, of a savings association at which 
 accounts are opened or payments are received or 
 withdrawals are made, or any other office, place of 
 business, or facility of a savings association defined 
 by the Comptroller as a branch within the meaning of 
 such sentence.
 (n) Trusts.--
 (1) Permits.--The Comptroller may grant by special 
 permit to a Federal savings association applying 
 therefor the right to act as trustee, executor, 
 administrator, guardian, or in any other fiduciary 
 capacity in which State banks, trust companies, or 
 other corporations which compete with Federal savings 
 associations are permitted to act under the laws of the 
 State in which the Federal savings association is 
 located. Subject to the regulations of the Comptroller, 
 service corporations may invest in State or federally 
 chartered corporations which are located in the State 
 in which the home office of the Federal savings 
 association is located and which are engaged in trust 
 activities.
 (2) Segregation of assets.--A Federal savings 
 association exercising any or all of the powers 
 enumerated in this section shall segregate all assets 
 held in any fiduciary capacity from the general assets 
 of the association and shall keep a separate set of 
 books and records showing in proper detail all 
 transactions engaged in under this subsection. The 
 State banking authority involved may have access to 
 reports of examination made by the Comptroller insofar 
 as such reports relate to the trust department of such 
 association but nothing in this subsection shall be 
 construed as authorizing such State banking authority 
 to examine the books, records, and assets of such 
 associations.
 (3) Prohibitions.--No Federal savings association 
 shall receive in its trust department deposits of 
 current funds subject to check or the deposit of 
 checks, drafts, bills of exchange, or other items for 
 collection or exchange purposes. Funds deposited or 
 held in trust by the association awaiting investment 
 shall be carried in a separate account and shall not be 
 used by the association in the conduct of its business 
 unless it shall first set aside in the trust department 
 United States bonds or other securities approved by the 
 Comptroller.
 (4) Separate lien.--In the event of the failure of a 
 Federal savings association, the owners of the funds 
 held in trust for investment shall have a lien on the 
 bonds or other securities so set apart in addition to 
 their claim against the estate of the association.
 (5) Deposits.--Whenever the laws of a State require 
 corporations acting in a fiduciary capacity to deposit 
 securities with the State authorities for the 
 protection of private or court trusts, Federal savings 
 associations so acting shall be required to make 
 similar deposits. Securities so deposited shall be held 
 for the protection of private or court trusts, as 
 provided by the State law. Federal savings associations 
 in such cases shall not be required to execute the bond 
 usually required of individuals if State corporations 
 under similar circumstances are exempt from this 
 requirement. Federal savings associations shall have 
 power to execute such bond when so required by the laws 
 of the State involved.
 (6) Oaths and affidavits.--In any case in which the 
 laws of a State require that a corporation acting as 
 trustee, executor, administrator, or in any capacity 
 specified in this section, shall take an oath or make 
 an affidavit, the president, vice president, cashier, 
 or trust officer of such association may take the 
 necessary oath or execute the necessary affidavit.
 (7) Certain loans prohibited.--It shall be unlawful 
 for any Federal savings association to lend any 
 officer, director, or employee any funds held in trust 
 under the powers conferred by this section. Any 
 officer, director, or employee making such loan, or to 
 whom such loan is made, may be fined not more than 
 $50,000 or twice the amount of that person's gain from 
 the loan, whichever is greater, or may be imprisoned 
 not more than 5 years, or may be both fined and 
 imprisoned, in the discretion of the court.
 (8) Factors to be considered.--In reviewing 
 applications for permission to exercise the powers 
 enumerated in this section, the Comptroller may 
 consider--
 (A) the amount of capital of the applying 
 Federal savings association,
 (B) whether or not such capital is sufficient 
 under the circumstances of the case,
 (C) the needs of the community to be served, 
 and
 (D) any other facts and circumstances that 
 seem to it proper.
 The Comptroller may grant or refuse the application 
 accordingly, except that no permit shall be issued to 
 any association having capital less than the capital 
 required by State law of State banks, trust companies, 
 and corporations exercising such powers.
 (9) Surrender of charter.--(A) Any Federal savings 
 association may surrender its right to exercise the 
 powers granted under this subsection, and have returned 
 to it any securities which it may have deposited with 
 the State authorities, by filing with the Comptroller a 
 certified copy of a resolution of its board of 
 directors indicating its intention to surrender its 
 right.
 (B) Upon receipt of such resolution, the Comptroller, 
 if satisfied that such Federal savings association has 
 been relieved in accordance with State law of all 
 duties as trustee, executor, administrator, guardian or 
 other fiduciary, may in the Director's discretion, 
 issue to such association a certificate that such 
 association is no longer authorized to exercise the 
 powers granted by this subsection.
 (C) Upon the issuance of such a certificate by the 
 Comptroller, such Federal savings association (i) shall 
 no longer be subject to the provisions of this section 
 or the regulations of the Comptroller made pursuant 
 thereto, (ii) shall be entitled to have returned to it 
 any securities which it may have deposited with State 
 authorities, and (iii) shall not exercise thereafter 
 any of the powers granted by this section without first 
 applying for and obtaining a new permit to exercise 
 such powers pursuant to the provisions of this section.
 (D) The Comptroller may prescribe regulations 
 necessary to enforce compliance with the provisions of 
 this subsection.
 (10) Revocation.--(A) In addition to the authority 
 conferred by other law, if, in the opinion of the 
 Comptroller, a Federal savings association is 
 unlawfully or unsoundly exercising, or has unlawfully 
 or unsoundly exercised, or has failed for a period of 5 
 consecutive years to exercise, the powers granted by 
 this subsection or otherwise fails or has failed to 
 comply with the requirements of this subsection, the 
 Comptroller may issue and serve upon the association a 
 notice of intent to revoke the authority of the 
 association to exercise the powers granted by this 
 subsection. The notice shall contain a statement of the 
 facts constituting the alleged unlawful or unsound 
 exercise of powers, or failure to exercise powers, or 
 failure to comply, and shall fix a time and place at 
 which a hearing will be held to determine whether an 
 order revoking authority to exercise such powers should 
 issue against the association.
 (B) Such hearing shall be conducted in accordance 
 with the provisions of subsection (d)(1)(B), and 
 subject to judicial review as therein provided, and 
 shall be fixed for a date not earlier than 30 days and 
 not later than 60 days after service of such notice 
 unless the Comptroller sets an earlier or later date at 
 the request of any Federal savings association so 
 served.
 (C) Unless the Federal savings association so served 
 shall appear at the hearing by a duly authorized 
 representative, it shall be deemed to have consented to 
 the issuance of the revocation order. In the event of 
 such consent, or if upon the record made at any such 
 hearing, the Comptroller shall find that any allegation 
 specified in the notice of charges has been 
 established, the Comptroller may issue and serve upon 
 the association an order prohibiting it from accepting 
 any new or additional trust accounts and revoking 
 authority to exercise any and all powers granted by 
 this subsection, except that such order shall permit 
 the association to continue to service all previously 
 accepted trust accounts pending their expeditious 
 divestiture or termination.
 (D) A revocation order shall become effective not 
 earlier than the expiration of 30 days after service of 
 such order upon the association so served (except in 
 the case of a revocation order issued upon consent, 
 which shall become effective at the time specified 
 therein), and shall remain effective and enforceable, 
 except to such extent as it is stayed, modified, 
 terminated, or set aside by action of the Comptroller 
 or a reviewing court.
 (o) Conversion of State Savings Banks.--(1) Subject to the 
provisions of this subsection and under regulations of the 
Comptroller, the Comptroller may authorize the conversion of a 
State-chartered savings bank into a Federal savings bank, if 
such conversion is not in contravention of State law, and 
provide for the organization, incorporation, operation, 
examination, and regulation of such institution.
 (2)(A) Any Federal savings bank chartered pursuant to this 
subsection shall continue to be insured by the Deposit 
Insurance Fund.
 (B) The Comptroller shall notify the Corporation of any 
application under this Act for conversion to a Federal charter 
by an institution insured by the Corporation, shall consult 
with the Corporation before disposing of the application, and 
shall notify the Corporation of the determination of the 
Comptroller with respect to such application.
 (C) Notwithstanding any other provision of law, if the 
Corporation determines that conversion into a Federal stock 
savings bank or the chartering of a Federal stock savings bank 
is necessary to prevent the default of a savings bank it 
insures or to reopen a savings bank in default that it insured, 
or if the Corporation determines, with the concurrence of the 
Comptroller, that severe financial conditions exist that 
threaten the stability of a savings bank insured by the 
Corporation and that such a conversion or charter is likely to 
improve the financial condition of such savings bank, the 
Corporation shall provide the Comptroller with a certificate of 
such determination, the reasons therefor in conformance with 
the requirements of this Act, and the bank shall be converted 
or chartered by the Comptroller, pursuant to the regulations 
thereof, from the time the Corporation issues the certificate.
 (D) A bank may be converted under subparagraph (C) only if 
the board of trustees of the bank--
 (i) has specified in writing that the bank is in 
 danger of closing or is closed, or that severe 
 financial conditions exist that threaten the stability 
 of the bank and a conversion is likely to improve the 
 financial condition of the bank; and
 (ii) has requested in writing that the Corporation 
 use the authority of subparagraph (C).
 (E)(i) Before making a determination under subparagraph (D), 
the Corporation shall consult the State bank supervisor of the 
State in which the bank in danger of closing is chartered. The 
State bank supervisor shall be given a reasonable opportunity, 
and in no event less than 48 hours, to object to the use of the 
provisions of subparagraph (D).
 (ii) If the State supervisor objects during such period, the 
Corporation may use the authority of subparagraph (D) only by 
an affirmative vote of three-fourths of the Board of Directors. 
The Board of Directors shall provide the State supervisor, as 
soon as practicable, with a written certification of its 
determination.
 (3) A Federal savings bank chartered under this subsection 
shall have the same authority with respect to investments, 
operations, and activities, and shall be subject to the same 
restrictions, including those applicable to branching and 
discrimination, as would apply to it if it were chartered as a 
Federal savings bank under any other provision of this Act.
 (p) Conversions.--(1) Notwithstanding any other provision of 
law, and consistent with the purposes of this Act, the 
Comptroller may authorize (or in the case of a Federal savings 
association, require) the conversion of any mutual savings 
association or Federal mutual savings bank that is insured by 
the Corporation into a Federal stock savings association or 
Federal stock savings bank, or charter a Federal stock savings 
association or Federal stock savings bank to acquire the assets 
of, or merge with such a mutual institution under the 
regulations of the Comptroller.
 (2) Authorizations under this subsection may be made only--
 (A) if the Comptroller has determined that severe 
 financial conditions exist which threaten the stability 
 of an association and that such authorization is likely 
 to improve the financial condition of the association,
 (B) when the Corporation has contracted to provide 
 assistance to such association under section 13 of the 
 Federal Deposit Insurance Act, or
 (C) to assist an institution in receivership.
 (3) A Federal savings bank chartered under this subsection 
shall have the same authority with respect to investments, 
operations and activities, and shall be subject to the same 
restrictions, including those applicable to branching and 
discrimination, as would apply to it if it were chartered as a 
Federal savings bank under any other provision of this Act, and 
may engage in any investment, activity, or operation that the 
institution it acquired was engaged in if that institution was 
a Federal savings bank, or would have been authorized to engage 
in had that institution converted to a Federal charter.
 (q) Tying Arrangements.--(1) A savings association may not in 
any manner extend credit, lease, or sell property of any kind, 
or furnish any service, or fix or vary the consideration for 
any of the foregoing, on the condition or requirement--
 (A) that the customer shall obtain additional credit, 
 property, or service from such savings association, or 
 from any service corporation or affiliate of such 
 association, other than a loan, discount, deposit, or 
 trust service;
 (B) that the customer provide additional credit, 
 property, or service to such association, or to any 
 service corporation or affiliate of such association, 
 other than those related to and usually provided in 
 connection with a similar loan, discount, deposit, or 
 trust service; and
 (C) that the customer shall not obtain some other 
 credit, property, or service from a competitor of such 
 association, or from a competitor of any service 
 corporation or affiliate of such association, other 
 than a condition or requirement that such association 
 shall reasonably impose in connection with credit 
 transactions to assure the soundness of credit.
 (2)(A) Any person may sue for and have injunctive relief, in 
any court of the United States having jurisdiction over the 
parties, against threatened loss or damage by reason of a 
violation of paragraph (1), under the same conditions and 
principles as injunctive relief against threatened conduct that 
will cause loss or damage is granted by courts of equity and 
under the rules governing such proceedings.
 (B) Upon the execution of proper bond against damages for an 
injunction improvidently granted and a showing that the danger 
of irreparable loss or damage is immediate, a preliminary 
injunction may issue.
 (3) Any person injured by a violation of paragraph (1) may 
bring an action in any district court of the United States in 
which the defendant resides or is found or has an agent, 
without regard to the amount in controversy, or in any other 
court of competent jurisdiction, and shall be entitled to 
recover three times the amount of the damages sustained, and 
the cost of suit, including a reasonable attorney's fee. Any 
such action shall be brought within 4 years from the date of 
the occurrence of the violation.
 (4) Nothing contained in this subsection affects in any 
manner the right of the United States or any other party to 
bring an action under any other law of the United States or of 
any State, including any right which may exist in addition to 
specific statutory authority, challenging the legality of any 
act or practice which may be proscribed by this subsection. No 
regulation or order issued by the Board under this subsection 
shall in any manner constitute a defense to such action.
 (5) For purposes of this subsection, the term ``loan'' 
includes obligations and extensions or advances of credit.
 (6) Exceptions.--The Board may, by regulation or 
 order, permit such exceptions to the prohibitions of 
 this subsection as the Board in consultation with the 
 Comptroller and the Corporation, considers will not be 
 contrary to the purposes of this subsection and which 
 conform to exceptions granted by the Board pursuant to 
 section 106(b) of the Bank Holding Company Act 
 Amendments of 1970.
 (r) Out-of-State Branches.--(1) No Federal savings 
association may establish, retain, or operate a branch outside 
the State in which the Federal savings association has its home 
office, unless the association qualifies as a domestic building 
and loan association under section 7701(a)(19) of the Internal 
Revenue Code of 1986 or meets the asset composition test 
imposed by subparagraph (C) of that section on institutions 
seeking so to qualify, or qualifies as a qualified thrift 
lender, as determined under section 10(m) of this Act. No out-
of-State branch so established shall be retained or operated 
unless the total assets of the Federal savings association 
attributable to all branches of the Federal savings association 
in that State would qualify the branches as a whole, were they 
otherwise eligible, for treatment as a domestic building and 
loan association under section 7701(a)(19) or as a qualified 
thrift lender, as determined under section 10(m) of this Act, 
as applicable.
 (2) The limitations of paragraph (1) shall not apply if--
 (A) the branch results from a transaction authorized 
 under section 13(k) of the Federal Deposit Insurance 
 Act;
 (B) the branch was authorized for the Federal savings 
 association prior to October 15, 1982;
 (C) the law of the State where the branch is located, 
 or is to be located, would permit establishment of the 
 branch if the association was a savings association or 
 savings bank chartered by the State in which its home 
 office is located; or
 (D) the branch was operated lawfully as a branch 
 under State law prior to the association's conversion 
 to a Federal charter.
 (3) The Comptroller of the Currency, for good cause shown, 
may allow Federal savings associations up to 2 years to comply 
with the requirements of this subsection.
 (s) Minimum Capital Requirements.--
 (1) In general.--Consistent with the purposes of 
 section 908 of the International Lending Supervision 
 Act of 1983 and the capital requirements established 
 pursuant to such section by the appropriate Federal 
 banking agencies (as defined in section 903(1) of such 
 Act), the Comptroller of the Currency shall require all 
 savings associations to achieve and maintain adequate 
 capital by--
 (A) establishing minimum levels of capital 
 for savings associations; and
 (B) using such other methods as the 
 Comptroller of the Currency determines to be 
 appropriate.
 (2) Minimum capital levels may be determined by 
 director case-by-case.--The Comptroller of the Currency 
 may, consistent with subsection (t), establish the 
 minimum level of capital for a savings association at 
 such amount or at such ratio of capital-to-assets as 
 the Comptroller of the Currency determines to be 
 necessary or appropriate for such association in light 
 of the particular circumstances of the association.
 (3) Unsafe or unsound practice.--In the discretion of 
 the appropriate Federal banking agency, the appropriate 
 Federal banking agency, may treat the failure of any 
 savings association to maintain capital at or above the 
 minimum level required by the Comptroller under this 
 subsection or subsection (t) as an unsafe or unsound 
 practice.
 (4) Directive to increase capital.--
 (A) Plan may be required.--In addition to any 
 other action authorized by law, including 
 paragraph (3), the appropriate Federal banking 
 agency may issue a directive requiring any 
 savings association which fails to maintain 
 capital at or above the minimum level required 
 by the appropriate Federal banking agency to 
 submit and adhere to a plan for increasing 
 capital which is acceptable to the appropriate 
 Federal banking agency.
 (B) Enforcement of plan.--Any directive 
 issued and plan approved under subparagraph (A) 
 shall be enforceable under section 8 of the 
 Federal Deposit Insurance Act to the same 
 extent and in the same manner as an outstanding 
 order which was issued under section 8 of the 
 Federal Deposit Insurance Act and has become 
 final.
 (5) Plan taken into account in other proceedings.--
 The appropriate Federal banking agency may--
 (A) consider a savings association's progress 
 in adhering to any plan required under 
 paragraph (4) whenever such association or any 
 affiliate of such association (including any 
 company which controls such association) seeks 
 the approval of the appropriate Federal banking 
 agency for any proposal which would have the 
 effect of diverting earnings, diminishing 
 capital, or otherwise impeding such 
 association's progress in meeting the minimum 
 level of capital required by the appropriate 
 Federal banking agency; and
 (B) disapprove any proposal referred to in 
 subparagraph (A) if the appropriate Federal 
 banking agency determines that the proposal 
 would adversely affect the ability of the 
 association to comply with such plan.
 (t) Capital Standards.--
 (1) In general.--
 (A) Requirement for standards to be 
 prescribed.--The appropriate Federal banking 
 agency shall, by regulation, prescribe and 
 maintain uniformly applicable capital standards 
 for savings associations. Those standards shall 
 include--
 (i) a leverage limit;
 (ii) a tangible capital requirement; 
 and
 (iii) a risk-based capital 
 requirement.
 (B) Compliance.--A savings association is not 
 in compliance with capital standards for 
 purposes of this subsection unless it complies 
 with all capital standards prescribed under 
 this paragraph.
 (C) Stringency.--The standards prescribed 
 under this paragraph shall be no less stringent 
 than the capital standards applicable to 
 national banks.
 (2) Content of standards.--
 (A) Leverage limit.--The leverage limit 
 prescribed under paragraph (1) shall require a 
 savings association to maintain core capital in 
 an amount not less than 3 percent of the 
 savings association's total assets.
 (B) Tangible capital requirement.--The 
 tangible capital requirement prescribed under 
 paragraph (1) shall require a savings 
 association to maintain tangible capital in an 
 amount not less than 1.5 percent of the savings 
 association's total assets.
 (C) Risk-based capital requirement.--
 Notwithstanding paragraph (1)(C), the risk-
 based capital requirement prescribed under 
 paragraph (1) may deviate from the risk-based 
 capital standards applicable to national banks 
 to reflect interest-rate risk or other risks, 
 but such deviations shall not, in the 
 aggregate, result in materially lower levels of 
 capital being required of savings associations 
 under the risk-based capital requirement than 
 would be required under the risk-based capital 
 standards applicable to national banks.
 (3)
 (4)
 (5) Separate capitalization required for certain 
 subsidiaries.--
 (A) In general.--In determining compliance 
 with capital standards prescribed under 
 paragraph (1), all of a savings association's 
 investments in and extensions of credit to any 
 subsidiary engaged in activities not 
 permissible for a national bank shall be 
 deducted from the savings association's 
 capital.
 (B) Exception for agency activities.--
 Subparagraph (A) shall not apply with respect 
 to a subsidiary engaged, solely as agent for 
 its customers, in activities not permissible 
 for a national bank unless the appropriate 
 Federal banking agency, in the sole discretion 
 of the appropriate Federal banking agency, 
 determines that, in the interests of safety and 
 soundness, this subparagraph should cease to 
 apply to that subsidiary.
 (C) Other exceptions.--Subparagraph (A) shall 
 not apply with respect to any of the following:
 (i) Mortgage banking subsidiaries.--A 
 savings association's investments in 
 and extensions of credit to a 
 subsidiary engaged solely in mortgage-
 banking activities.
 (ii) Subsidiary insured depository 
 institutions.--A savings association's 
 investments in and extensions of credit 
 to a subsidiary--
 (I) that is itself an insured 
 depository institution or a 
 company the sole investment of 
 which is an insured depository 
 institution, and
 (II) that was acquired by the 
 parent insured depository 
 institution prior to May 1, 
 1989.
 (iii) Certain federal savings 
 banks.--Any Federal savings association 
 existing as a Federal savings 
 association on the date of enactment of 
 the Financial Institutions Reform, 
 Recovery, and Enforcement Act of 1989--
 (I) that was chartered prior 
 to October 15, 1982, as a 
 savings bank or a cooperative 
 bank under State law; or
 (II) that acquired its 
 principal assets from an 
 association that was chartered 
 prior to October 15, 1982, as a 
 savings bank or a cooperative 
 bank under State law.
 (E) Consolidation of subsidiaries not 
 separately capitalized.--In determining 
 compliance with capital standards prescribed 
 under paragraph (1), the assets and liabilities 
 of each of a savings association's subsidiaries 
 (other than any subsidiary described in 
 subparagraph (C)(ii)) shall be consolidated 
 with the savings association's assets and 
 liabilities, unless all of the savings 
 association's investments in and extensions of 
 credit to the subsidiary are deducted from the 
 savings association's capital pursuant to 
 subparagraph (A).
 (6) Consequences of failing to comply with capital 
 standards.--
 (A)
 (B) On or after january 1, 1991.--On or after 
 January 1, 1991, the appropriate Federal 
 banking agency--
 (i) shall prohibit any asset growth 
 by any savings association not in 
 compliance with capital standards, 
 except as provided in subparagraph (C); 
 and
 (ii) shall require any savings 
 association not in compliance with 
 capital standards to comply with a 
 capital directive issued by the 
 appropriate Federal banking agency 
 (which may include such restrictions, 
 including restrictions on the payment 
 of dividends and on compensation, as 
 the appropriate Federal banking agency 
 determines to be appropriate).
 (C) Limited growth exception.--The 
 appropriate Federal banking agency may permit 
 any savings association that is subject to 
 subparagraph (B) to increase its assets in an 
 amount not exceeding the amount of net interest 
 credited to the savings association's deposit 
 liabilities if--
 (i) the savings association obtains 
 the prior approval of the appropriate 
 Federal banking agency;
 (ii) any increase in assets is 
 accompanied by an increase in tangible 
 capital in an amount not less than 6 
 percent of the increase in assets (or, 
 in the discretion of the appropriate 
 Federal banking agency if the leverage 
 limit then applicable is less than 6 
 percent, in an amount equal to the 
 increase in assets multiplied by the 
 percentage amount of the leverage 
 limit);
 (iii) any increase in assets is 
 accompanied by an increase in capital 
 not less in percentage amount than 
 required under the risk-based capital 
 standard then applicable;
 (iv) any increase in assets is 
 invested in low-risk assets, such as 
 first mortgage loans secured by 1- to 
 4-family residences and fully secured 
 consumer loans; and
 (v) the savings association's ratio 
 of core capital to total assets is not 
 less than the ratio existing on January 
 1, 1991.
 (D) Additional restrictions in case of 
 excessive risks or rates.--The appropriate 
 Federal banking agency may restrict the asset 
 growth of any savings association that the 
 appropriate Federal banking agency determines 
 is taking excessive risks or paying excessive 
 rates for deposits.
 (E) Failure to comply with plan, regulation, 
 or order.--The appropriate Federal banking 
 agency may treat as an unsafe and unsound 
 practice any material failure by a savings 
 association to comply with any plan, 
 regulation, or order under this paragraph.
 (F) Effect on other regulatory authority.--
 This paragraph does not limit any authority of 
 the appropriate Federal banking agency under 
 this Act or any other provision of law.
 (7) Exemption from certain sanctions.--
 (A) Application for exemption.--Any savings 
 association not in compliance with the capital 
 standards prescribed under paragraph (1) may 
 apply to the appropriate Federal banking agency 
 for an exemption from any applicable sanction 
 or penalty for noncompliance which the 
 appropriate Federal banking agency may impose 
 under this Act.
 (B) Effect of grant of exemption.--If the 
 appropriate Federal banking agency approves any 
 savings association's application under 
 subparagraph (A), the only sanction or penalty 
 to be imposed by the appropriate Federal 
 banking agency under this Act for the savings 
 association's failure to comply with the 
 capital standards prescribed under paragraph 
 (1) is the growth limitation contained in 
 paragraph (6)(B) or paragraph (6)(C), whichever 
 is applicable.
 (C) Standards for approval or disapproval.--
 (i) Approval.--The appropriate 
 Federal banking agency may approve an 
 application for an exemption if the 
 appropriate Federal banking agency 
 determines that--
 (I) such exemption would pose 
 no significant risk to the 
 Deposit Insurance Fund;
 (II) the savings 
 association's management is 
 competent;
 (III) the savings association 
 is in substantial compliance 
 with all applicable statutes, 
 regulations, orders, and 
 supervisory agreements and 
 directives; and
 (IV) the savings 
 association's management has 
 not engaged in insider dealing, 
 speculative practices, or any 
 other activities that have 
 jeopardized the association's 
 safety and soundness or 
 contributed to impairing the 
 association's capital.
 (ii) Denial or revocation of 
 approval.--The appropriate Federal 
 banking agency shall deny any 
 application submitted under clause (i) 
 and revoke any prior approval granted 
 with respect to any such application if 
 the appropriate Federal banking agency 
 determines that the association's 
 failure to meet any capital standards 
 prescribed under paragraph (1) is 
 accompanied by--
 (I) a pattern of consistent 
 losses;
 (II) substantial dissipation 
 of assets;
 (III) evidence of imprudent 
 management or business 
 behavior;
 (IV) a material violation of 
 any Federal law, any law of any 
 State to which such association 
 is subject, or any applicable 
 regulation; or
 (V) any other unsafe or 
 unsound condition or activity, 
 other than the failure to meet 
 such capital standards.
 (D) Submission of plan required.--Any 
 application submitted under subparagraph (A) 
 shall be accompanied by a plan which--
 (i) meets the requirements of 
 paragraph (6)(A)(ii); and
 (ii) is acceptable to the appropriate 
 Federal banking agency.
 (E) Failure to comply with plan.--The 
 appropriate Federal banking agency shall treat 
 as an unsafe and unsound practice any material 
 failure by any savings association which has 
 been granted an exemption under this paragraph 
 to comply with the provisions of any plan 
 submitted by such association under 
 subparagraph (D).
 (F) Exemption not available with respect to 
 unsafe or unsound practices.--This paragraph 
 does not limit any authority of the appropriate 
 Federal banking agency under any other 
 provision of law, including section 8 of the 
 Federal Deposit Insurance Act, to take any 
 appropriate action with respect to any unsafe 
 or unsound practice or condition of any savings 
 association, other than the failure of such 
 savings association to comply with the capital 
 standards prescribed under paragraph (1).
 (8)
 (9) Definitions.--For purposes of this subsection--
 (A) Core capital.--Unless the Comptroller 
 prescribes a more stringent definition, the 
 term ``core capital'' means core capital as 
 defined by the Comptroller of the Currency for 
 national banks, less any unidentifiable 
 intangible assets.
 (B) Tangible capital.--The term ``tangible 
 capital'' means core capital minus any 
 intangible assets (as intangible assets are 
 defined by the Comptroller for national banks).
 (C) Total assets.--The term ``total assets'' 
 means total assets (as total assets are defined 
 by the Comptroller of the Currency for national 
 banks) adjusted in the same manner as total 
 assets would be adjusted in determining 
 compliance with the leverage limit applicable 
 to national banks if the savings association 
 were a national bank.
 (10) Use of comptroller's definitions.--
 (A) In general.--The standards prescribed 
 under paragraph (1) shall include all relevant 
 substantive definitions established by the 
 Comptroller of the Currency for national banks.
 (B) Special rule.--If the Comptroller of the 
 Currency has not made effective regulations 
 defining core capital or establishing a risk-
 based capital standard, the appropriate Federal 
 banking agency shall use the definition and 
 standard contained in the Comptroller's most 
 recently published final regulations.
 (u) Limits on Loans to One Borrower.--
 (1) In general.--Section 5200 of the Revised Statutes 
 shall apply to savings associations in the same manner 
 and to the same extent as it applies to national banks.
 (2) Special rules.--
 (A) Notwithstanding paragraph (1), a savings 
 association may make loans to one borrower 
 under one of the following clauses:
 (i) For any purpose, not to exceed 
 [$500,000] $3,000,000.
 (ii) To develop domestic residential 
 housing units, not to exceed the lesser 
 of [$30,000,000] $160,000,000 or 30 
 percent of the savings association's 
 unimpaired capital and unimpaired 
 surplus, if--
 (I) the savings association 
 is and continues to be in 
 compliance with the fully 
 phased-in capital standards 
 prescribed under subsection 
 (t);
 (II) the appropriate Federal 
 banking agency, by order, 
 permits the savings association 
 to avail itself of the higher 
 limit provided by this clause;
 (III) loans made under this 
 clause to all borrowers do not, 
 in aggregate, exceed 150 
 percent of the savings 
 association's unimpaired 
 capital and unimpaired surplus; 
 and
 (IV) such loans comply with 
 all applicable loan-to-value 
 requirements.
 (B) A savings association's loans to one 
 borrower to finance the sale of real property 
 acquired in satisfaction of debts previously 
 contracted in good faith shall not exceed 50 
 percent of the savings association's unimpaired 
 capital and unimpaired surplus.
 (3) Authority to impose more stringent 
 restrictions.--The appropriate Federal banking agency 
 may impose more stringent restrictions on a savings 
 association's loans to one borrower if the appropriate 
 Federal banking agency determines that such 
 restrictions are necessary to protect the safety and 
 soundness of the savings association.
 (v) Reports of Condition.--
 (1) In general.--Each association shall make reports 
 of conditions to the appropriate Federal banking agency 
 which shall be in a form prescribed by the appropriate 
 Federal banking agency and shall contain--
 (A) information sufficient to allow the 
 identification of potential interest rate and 
 credit risk;
 (B) a description of any assistance being 
 received by the association, including the type 
 and monetary value of such assistance;
 (C) the identity of all subsidiaries and 
 affiliates of the association;
 (D) the identity, value, type, and sector of 
 investment of all equity investments of the 
 associations and subsidiaries; and
 (E) other information that the appropriate 
 Federal banking agency may prescribe.
 (2) Public disclosure.--
 (A) Reports required under paragraph (1) and 
 all information contained therein shall be 
 available to the public upon request, unless 
 the appropriate Federal banking agency 
 determines--
 (i) that a particular item or 
 classification of information should 
 not be made public in order to protect 
 the safety or soundness of the 
 institution concerned or institutions 
 concerned, or the Deposit Insurance 
 Fund; or
 (ii) that public disclosure would not 
 otherwise be in the public interest.
 (B) Any determination made by the appropriate 
 Federal banking agency under subparagraph (A) 
 not to permit the public disclosure of 
 information shall be made in writing, and if 
 the appropriate Federal banking agency 
 restricts any item of information for savings 
 institutions generally, the appropriate Federal 
 banking agency shall disclose the reason in 
 detail in the Federal Register.
 (C) The determinations of the appropriate 
 Federal banking agency under subparagraph (A) 
 shall not be subject to judicial review.
 (3) Access by certain parties.--
 (A) Notwithstanding paragraph (2), the 
 persons described in subparagraph (B) shall not 
 be denied access to any information contained 
 in a report of condition, subject to reasonable 
 requirements of confidentiality. Those 
 requirements shall not prevent such information 
 from being transmitted to the Comptroller 
 General of the United States for analysis.
 (B) The following persons are described in 
 this subparagraph for purposes of subparagraph 
 (A):
 (i) the Chairman and ranking minority 
 member of the Committee on Banking, 
 Housing, and Urban Affairs of the 
 Senate and their designees; and
 (ii) the Chairman and ranking 
 minority member of the Committee on 
 Banking, Finance and Urban Affairs of 
 the House of Representatives and their 
 designees.
 (4) First tier penalties.--Any savings association 
 which--
 (A) maintains procedures reasonably adapted 
 to avoid any inadvertent and unintentional 
 error and, as a result of such an error--
 (i) fails to submit or publish any 
 report or information required by the 
 appropriate Federal banking agency 
 under paragraph (1) or (2), within the 
 period of time specified by the 
 appropriate Federal banking agency; or
 (ii) submits or publishes any false 
 or misleading report or information; or
 (B) inadvertently transmits or publishes any 
 report which is minimally late,
 shall be subject to a penalty of not more than $2,000 
 for each day during which such failure continues or 
 such false or misleading information is not corrected. 
 The savings association shall have the burden of 
 proving by a preponderence of the evidence that an 
 error was inadvertent and unintentional and that a 
 report was inadvertently transmitted or published late.
 (5) Second tier penalties.--Any savings association 
 which--
 (A) fails to submit or publish any report or 
 information required by the appropriate Federal 
 banking agency under paragraph (1) or (2), 
 within the period of time specified by the 
 appropriate Federal banking agency; or
 (B) submits or publishes any false or 
 misleading report or information,
 in a manner not described in paragraph (4) shall be 
 subject to a penalty of not more than $20,000 for each 
 day during which such failure continues or such false 
 or misleading information is not corrected.
 (6) Third tier penalties.--If any savings association 
 knowingly or with reckless disregard for the accuracy 
 of any information or report described in paragraph (5) 
 submits or publishes any false or misleading report or 
 information, the appropriate Federal banking agency may 
 assess a penalty of not more than $1,000,000 or 1 
 percent of total assets, whichever is less, per day for 
 each day during which such failure continues or such 
 false or misleading information is not corrected.
 (7) Assessment.--Any penalty imposed under paragraph 
 (4), (5), or (6) shall be assessed and collected by the 
 appropriate Federal banking agency in the manner 
 provided in subparagraphs (E), (F), (G), and (I) of 
 section 8(i)(2) of the Federal Deposit Insurance Act 
 (for penalties imposed under such section), and any 
 such assessment (including the determination of the 
 amount of the penalty) shall be subject to the 
 provisions of such subsection.
 (8) Hearing.--Any savings association against which 
 any penalty is assessed under this subsection shall be 
 afforded a hearing if such savings association submits 
 a request for such hearing within 20 days after the 
 issuance of the notice of assessment. Section 8(h) of 
 the Federal Deposit Insurance Act shall apply to any 
 proceeding under this subsection.
 (w) Forfeiture of Franchise for Money Laundering or Cash 
Transaction Reporting Offenses.--
 (1) In general.--
 (A) Conviction of title 18 offense.--
 
 (I) Duty to notify.--If a Federal 
 savings association has been convicted 
 of any criminal offense under section 
 1956 or 1957 of title 18, United States 
 Code, the Attorney General shall 
 provide to the Comptroller a written 
 notification of the conviction and 
 shall include a certified copy of the 
 order of conviction from the court 
 rendering the decision.
 (II) Notice of termination; 
 pretermination hearing.--After 
 receiving written notification from the 
 Attorney General of such a conviction, 
 the Comptroller shall issue to the 
 savings association a notice of the 
 intention of the Comptroller to 
 terminate all rights, privileges, and 
 franchises of the savings association 
 and schedule a pretermination hearing.
 (B) Conviction of title 31 offenses.--If a 
 Federal savings association is convicted of any 
 criminal offense under section 5322 or 5324 of 
 title 31, United States Code, after receiving 
 written notification from the Attorney General, 
 the Comptroller may issue to the savings 
 association a notice of the intention of the 
 Comptroller to terminate all rights, 
 privileges, and franchises of the savings 
 association and schedule a pretermination 
 hearing.
 (C) Judicial review.--Subsection 
 (d)(1)(B)(vii) shall apply to any proceeding 
 under this subsection.
 (2) Factors to be considered.--In determining whether 
 a franchise shall be forfeited under paragraph (1), the 
 Comptroller shall take into account the following 
 factors:
 (A) The extent to which directors or senior 
 executive officers of the savings association 
 knew of, were involved in, the commission of 
 the money laundering offense of which the 
 association was found guilty.
 (B) The extent to which the offense occurred 
 despite the existence of policies and 
 procedures within the savings association which 
 were designed to prevent the occurrence of any 
 such offense.
 (C) The extent to which the savings 
 association has fully cooperated with law 
 enforcement authorities with respect to the 
 investigation of the money laundering offense 
 of which the association was found guilty.
 (D) The extent to which the savings 
 association has implemented additional internal 
 controls (since the commission of the offense 
 of which the savings association was found 
 guilty) to prevent the occurrence of any other 
 money laundering offense.
 (E) The extent to which the interest of the 
 local community in having adequate deposit and 
 credit services available would be threatened 
 by the forfeiture of the franchise.
 (3) Successor liability.--This subsection shall not 
 apply to a successor to the interests of, or a person 
 who acquires, a savings association that violated a 
 provision of law described in paragraph (1), if the 
 successor succeeds to the interests of the violator, or 
 the acquisition is made, in good faith and not for 
 purposes of evading this subsection or regulations 
 prescribed under this subsection.
 (4) Definition.--The term ``senior executive 
 officer'' has the same meaning as in regulations 
 prescribed under section 32(f) of the Federal Deposit 
 Insurance Act.
 (x) Home State Citizenship.--In determining whether a Federal 
court has diversity jurisdiction over a case in which a Federal 
savings association is a party, the Federal savings association 
shall be considered to be a citizen only of the State in which 
such savings association has its home office.

 * * * * * * *

SEC. 10. REGULATION OF HOLDING COMPANIES.

 (a) Definitions.--
 (1) In general.--As used in this section, unless the 
 context otherwise requires--
 (A) Savings association.--The term ``savings 
 association'' includes a savings bank or 
 cooperative bank which is deemed by the 
 appropriate Federal banking agency to be a 
 savings association under subsection (l).
 (B) Uninsured institution.--The term 
 ``uninsured institution'' means any depository 
 institution the deposits of which are not 
 insured by the Federal Deposit Insurance 
 Corporation.
 (C) Company.--The term ``company'' means any 
 corporation, partnership, trust, joint-stock 
 company, or similar organization, but does not 
 include the Federal Deposit Insurance 
 Corporation, the Resolution Trust Corporation, 
 any Federal home loan bank, or any company the 
 majority of the shares of which is owned by the 
 United States or any State, or by an 
 instrumentality of the United States or any 
 State.
 (D) Savings and loan holding company.--
 (i) In general.--Except as provided 
 in clause (ii), the term ``savings and 
 loan holding company'' means any 
 company that directly or indirectly 
 controls a savings association or that 
 controls any other company that is a 
 savings and loan holding company.
 (ii) Exclusion.--The term ``savings 
 and loan holding company'' does not 
 include--
 (I) a bank holding company 
 that is registered under, and 
 subject to, the Bank Holding 
 Company Act of 1956 (12 U.S.C. 
 1841 et seq.), or to any 
 company directly or indirectly 
 controlled by such company 
 (other than a savings 
 association);
 (II) a company that controls 
 a savings association that 
 functions solely in a trust or 
 fiduciary capacity as described 
 in section 2(c)(2)(D) of the 
 Bank Holding Company Act of 
 1956 (12 U.S.C. 1841(c)(2)(D)); 
 or
 (III) a company described in 
 subsection (c)(9)(C) solely by 
 virtue of such company's 
 control of an intermediate 
 holding company established 
 pursuant to section 10A.
 (E) Multiple savings and loan holding 
 company.--The term ``multiple savings and loan 
 holding company'' means any savings and loan 
 holding company which directly or indirectly 
 controls 2 or more savings associations.
 (F) Diversified savings and loan holding 
 company.--The term ``diversified savings and 
 loan holding company'' means any savings and 
 loan holding company whose subsidiary savings 
 association and related activities as permitted 
 under paragraph (2) of subsection (c) of this 
 section represented, on either an actual or a 
 pro forma basis, less than 50 percent of its 
 consolidated net worth at the close of its 
 preceding fiscal year and of its consolidated 
 net earnings for such fiscal year, as 
 determined in accordance with regulations 
 issued by the appropriate Federal banking 
 agency.
 (G) Subsidiary.--The term ``subsidiary'' has 
 the same meaning as in section 3 of the Federal 
 Deposit Insurance Act.
 (H) Affiliate.--The term ``affiliate'' of a 
 savings association means any person which 
 controls, is controlled by, or is under common 
 control with, such savings association.
 (I) Bank holding company.--The terms ``bank 
 holding company'' and ``bank'' have the 
 meanings given to such terms in section 2 of 
 the Bank Holding Company Act of 1956.
 (J) Acquire.--The term ``acquire'' has the 
 meaning given to such term in section 13(f)(8) 
 of the Federal Deposit Insurance Act.
 (2) Control.--For purposes of this section, a person 
 shall be deemed to have control of--
 (A) a savings association if the person 
 directly or indirectly or acting in concert 
 with one or more other persons, or through one 
 or more subsidiaries, owns, controls, or holds 
 with power to vote, or holds proxies 
 representing, more than 25 percent of the 
 voting shares of such savings association, or 
 controls in any manner the election of a 
 majority of the directors of such association;
 (B) any other company if the person directly 
 or indirectly or acting in concert with one or 
 more other persons, or through one or more 
 subsidiaries, owns, controls, or holds with 
 power to vote, or holds proxies representing, 
 more than 25 percent of the voting shares or 
 rights of such other company, or controls in 
 any manner the election or appointment of a 
 majority of the directors or trustees of such 
 other company, or is a general partner in or 
 has contributed more than 25 percent of the 
 capital of such other company;
 (C) a trust if the person is a trustee 
 thereof; or
 (D) a savings association or any other 
 company if the Board determines, after 
 reasonable notice and opportunity for hearing, 
 that such person directly or indirectly 
 exercises a controlling influence over the 
 management or policies of such association or 
 other company.
 (3) Exclusions.--Notwithstanding any other provision 
 of this subsection, the term ``savings and loan holding 
 company'' does not include--
 (A) any company by virtue of its ownership or 
 control of voting shares of a savings 
 association or a savings and loan holding 
 company acquired in connection with the 
 underwriting of securities if such shares are 
 held only for such period of time (not 
 exceeding 120 days unless extended by the 
 Board) as will permit the sale thereof on a 
 reasonable basis; and
 (B) any trust (other than a pension, profit-
 sharing, shareholders', voting, or business 
 trust) which controls a savings association or 
 a savings and loan holding company if such 
 trust by its terms must terminate within 25 
 years or not later than 21 years and 10 months 
 after the death of individuals living on the 
 effective date of the trust, and is (i) in 
 existence on June 26, 1967, or (ii) a 
 testamentary trust created on or after June 26, 
 1967.
 (4) Special rule relating to qualified stock 
 issuance.--No savings and loan holding company shall be 
 deemed to control a savings association solely by 
 reason of the purchase by such savings and loan holding 
 company of shares issued by such savings association, 
 or issued by any savings and loan holding company 
 (other than a bank holding company) which controls such 
 savings association, in connection with a qualified 
 stock issuance if such purchase is approved by the 
 Board under subsection (q)(1)(D), unless the acquiring 
 savings and loan holding company, directly or 
 indirectly, or acting in concert with 1 or more other 
 persons, or through 1 or more subsidiaries, owns, 
 controls, or holds with power to vote, or holds proxies 
 representing, more than 15 percent of the voting shares 
 of such savings association or holding company.
 (b) Registration and Examination.--
 (1) In general.--Within 90 days after becoming a 
 savings and loan holding company, each savings and loan 
 holding company shall register with the Board on forms 
 prescribed by the Board, which shall include such 
 information, under oath or otherwise, with respect to 
 the financial condition, ownership, operations, 
 management, and intercompany relationships of such 
 holding company and its subsidiaries, and related 
 matters, as the Board may deem necessary or appropriate 
 to carry out the purposes of this section. Upon 
 application, the Board may extend the time within which 
 a savings and loan holding company shall register and 
 file the requisite information.
 (2) Reports.--
 (A) In general.--Each savings and loan 
 holding company and each subsidiary thereof, 
 other than a savings association, shall file 
 with the Board, such reports as may be required 
 by the Board. Such reports shall be made under 
 oath or otherwise, and shall be in such form 
 and for such periods, as the Board may 
 prescribe. Each report shall contain such 
 information concerning the operations of such 
 savings and loan holding company and its 
 subsidiaries as the Board may require.
 (B) Use of existing reports and other 
 supervisory information.--The Board shall, to 
 the fullest extent possible, use--
 (i) reports and other supervisory 
 information that the savings and loan 
 holding company or any subsidiary 
 thereof has been required to provide to 
 other Federal or State regulatory 
 agencies;
 (ii) externally audited financial 
 statements of the savings and loan 
 holding company or subsidiary;
 (iii) information that is otherwise 
 available from Federal or State 
 regulatory agencies; and
 (iv) information that is otherwise 
 required to be reported publicly.
 (C) Availability.--Upon the request of the 
 Board, a savings and loan holding company or a 
 subsidiary of a savings and loan holding 
 company shall promptly provide to the Board any 
 information described in clauses (i) through 
 (iii) of subparagraph (B).
 (3) Books and records.--Each savings and loan holding 
 company shall maintain such books and records as may be 
 prescribed by the Board.
 (4) Examinations.--
 (A) In general.--Subject to subtitle B of the 
 Consumer Financial Protection Act of 2010, the 
 Board may make examinations of a savings and 
 loan holding company and each subsidiary of a 
 savings and loan holding company system, in 
 order to--
 (i) inform the Board of--
 (I) the nature of the 
 operations and financial 
 condition of the savings and 
 loan holding company and the 
 subsidiary;
 (II) the financial, 
 operational, and other risks 
 within the savings and loan 
 holding company system that may 
 pose a threat to--
 (aa) the safety and 
 soundness of the 
 savings and loan 
 holding company or of 
 any depository 
 institution subsidiary 
 of the savings and loan 
 holding company; or
 (bb) the stability of 
 the financial system of 
 the United States; and
 (III) the systems of the 
 savings and loan holding 
 company for monitoring and 
 controlling the risks described 
 in subclause (II); and
 (ii) monitor the compliance of the 
 savings and loan holding company and 
 the subsidiary with--
 (I) this Act;
 (II) Federal laws that the 
 Board has specific jurisdiction 
 to enforce against the company 
 or subsidiary; and
 (III) other than in the case 
 of an insured depository 
 institution or functionally 
 regulated subsidiary, any other 
 applicable provisions of 
 Federal law.
 (B) Use of reports to reduce examinations.--
 For purposes of this subsection, the Board 
 shall, to the fullest extent possible, rely 
 on--
 (i) the examination reports made by 
 other Federal or State regulatory 
 agencies relating to a savings and loan 
 holding company and any subsidiary; and
 (ii) the reports and other 
 information required under paragraph 
 (2).
 (C) Coordination with other regulators.--The 
 Board shall--
 (i) provide reasonable notice to, and 
 consult with, the appropriate Federal 
 banking agency, the Securities and 
 Exchange Commission, the Commodity 
 Futures Trading Commission, or State 
 regulatory agency, as appropriate, for 
 a subsidiary that is a depository 
 institution or a functionally regulated 
 subsidiary of a savings and loan 
 holding company before commencing an 
 examination of the subsidiary under 
 this section; and
 (ii) to the fullest extent possible, 
 avoid duplication of examination 
 activities, reporting requirements, and 
 requests for information.
 (5) Agent for service of process.--The Board may 
 require any savings and loan holding company, or 
 persons connected therewith if it is not a corporation, 
 to execute and file a prescribed form of irrevocable 
 appointment of agent for service of process.
 (6) Release from registration.--The Board may at any 
 time, upon the motion or application of the Board, 
 release a registered savings and loan holding company 
 from any registration theretofore made by such company, 
 if the Board determines that such company no longer has 
 control of any savings association.
 (c) Holding Company Activities.--
 (1) Prohibited activities.--Except as otherwise 
 provided in this subsection, no savings and loan 
 holding company and no subsidiary which is not a 
 savings association shall--
 (A) engage in any activity or render any 
 service for or on behalf of a savings 
 association subsidiary for the purpose or with 
 the effect of evading any law or regulation 
 applicable to such savings association;
 (B) commence any business activity, other 
 than the activities described in paragraph (2); 
 or
 (C) continue any business activity, other 
 than the activities described in paragraph (2), 
 after the end of the 2-year period beginning on 
 the date on which such company received 
 approval under subsection (e) of this section 
 to become a savings and loan holding company 
 subject to the limitations contained in this 
 subparagraph.
 (2) Exempt activities.--The prohibitions of 
 subparagraphs (B) and (C) of paragraph (1) shall not 
 apply to the following business activities of any 
 savings and loan holding company or any subsidiary (of 
 such company) which is not a savings association:
 (A) Furnishing or performing management 
 services for a savings association subsidiary 
 of such company.
 (B) Conducting an insurance agency or escrow 
 business.
 (C) Holding, managing, or liquidating assets 
 owned or acquired from a savings association 
 subsidiary of such company.
 (D) Holding or managing properties used or 
 occupied by a savings association subsidiary of 
 such company.
 (E) Acting as trustee under deed of trust.
 (F) Any other activity--
 (i) which the Board, by regulation, 
 has determined to be permissible for 
 bank holding companies under section 
 4(c) of the Bank Holding Company Act of 
 1956, unless the Board, by regulation, 
 prohibits or limits any such activity 
 for savings and loan holding companies; 
 or
 (ii) in which multiple savings and 
 loan holding companies were authorized 
 (by regulation) to directly engage on 
 March 5, 1987.
 (G) In the case of a savings and loan holding 
 company, purchasing, holding, or disposing of 
 stock acquired in connection with a qualified 
 stock issuance if the purchase of such stock by 
 such savings and loan holding company is 
 approved by the Board pursuant to subsection 
 (q)(1)(D).
 (H) Any activity that is permissible for a 
 financial holding company (as such term is 
 defined under section 2(p) of the Bank Holding 
 Company Act of 1956 (12 U.S.C. 1841(p)) to 
 conduct under section 4(k) of the Bank Holding 
 Company Act of 1956 if--
 (i) the savings and loan holding 
 company meets all of the criteria to 
 qualify as a financial holding company, 
 and complies with all of the 
 requirements applicable to a financial 
 holding company, under sections 4(l) 
 and 4(m) of the Bank Holding Company 
 Act and section 804(c) of the Community 
 Reinvestment Act of 1977 (12 U.S.C. 
 2903(c)) as if the savings and loan 
 holding company was a bank holding 
 company; and
 (ii) the savings and loan holding 
 company conducts the activity in 
 accordance with the same terms, 
 conditions, and requirements that apply 
 to the conduct of such activity by a 
 bank holding company under the Bank 
 Holding Company Act of 1956 and the 
 Board's regulations and interpretations 
 under such Act.
 (3) Certain limitations on activities not applicable 
 to certain holding companies.--Notwithstanding 
 paragraphs (4) and (6) of this subsection, the 
 limitations contained in subparagraphs (B) and (C) of 
 paragraph (1) shall not apply to any savings and loan 
 holding company (or any subsidiary of such company) 
 which controls--
 (A) only 1 savings association, if the 
 savings association subsidiary of such company 
 is a qualified thrift lender (as determined 
 under subsection (m)); or
 (B) more than 1 savings association, if--
 (i) all, or all but 1, of the savings 
 association subsidiaries of such 
 company were initially acquired by the 
 company or by an individual who would 
 be deemed to control such company if 
 such individual were a company--
 (I) pursuant to an 
 acquisition under section 13(c) 
 or 13(k) of the Federal Deposit 
 Insurance Act or section 408(m) 
 of the National Housing Act; or
 (II) pursuant to an 
 acquisition in which assistance 
 was continued to a savings 
 association under section 13(i) 
 of the Federal Deposit 
 Insurance Act; and
 (ii) all of the savings association 
 subsidiaries of such company are 
 qualified thrift lenders (as determined 
 under subsection (m)).
 (4) Prior approval of certain new activities 
 required.--
 (A) In general.--No savings and loan holding 
 company and no subsidiary which is not a 
 savings association shall commence, either de 
 novo or by an acquisition (in whole or in part) 
 of a going concern, any activity described in 
 paragraph (2)(F)(i) of this subsection without 
 the prior approval of the Board.
 (B) Factors to be considered.--In considering 
 any application under subparagraph (A) by any 
 savings and loan holding company or any 
 subsidiary of any such company which is not a 
 savings association, the Board shall consider--
 (i) whether the performance of the 
 activity described in such application 
 by the company or the subsidiary can 
 reasonably be expected to produce 
 benefits to the public (such as greater 
 convenience, increased competition, or 
 gains in efficiency) that outweigh 
 possible adverse effects of such 
 activity (such as undue concentration 
 of resources, decreased or unfair 
 competition, conflicts of interest, or 
 unsound financial practices);
 (ii) the managerial resources of the 
 companies involved; and
 (iii) the adequacy of the financial 
 resources, including capital, of the 
 companies involved.
 (C) Director may differentiate between new 
 and ongoing activities.--In prescribing any 
 regulation or considering any application under 
 this paragraph, the Board may differentiate 
 between activities commenced de novo and 
 activities commenced by the acquisition, in 
 whole or in part, of a going concern.
 (D) Approval or disapproval by order.--The 
 approval or disapproval of any application 
 under this paragraph by the Board shall be made 
 in an order issued by the Board containing the 
 reasons for such approval or disapproval.
 (5) Grace period to achieve compliance.--If any 
 savings association referred to in paragraph (3) fails 
 to maintain the status of such association as a 
 qualified thrift lender, the Board may allow, for good 
 cause shown, any company that controls such association 
 (or any subsidiary of such company which is not a 
 savings association) up to 3 years to comply with the 
 limitations contained in paragraph (1)(C).
 (6) Special provisions relating to certain companies 
 affected by 1987 amendments.--
 (A) Exception to 2-year grace period for 
 achieving compliance.--Notwithstanding 
 paragraph (1)(C), any company which received 
 approval under subsection (e) of this section 
 to acquire control of a savings association 
 between March 5, 1987, and August 10, 1987, 
 shall not continue any business activity other 
 than an activity described in paragraph (2) 
 after August 10, 1987.
 (B) Exemption for activities lawfully engaged 
 in before march 5, 1987.--Notwithstanding 
 paragraph (1)(C) and subject to subparagraphs 
 (C) and (D), any savings and loan holding 
 company which received approval, before March 
 5, 1987, under subsection (e) of this section 
 to acquire control of a savings association may 
 engage, directly or through any subsidiary 
 (other than a savings association subsidiary of 
 such company), in any activity in which such 
 company or such subsidiary was lawfully engaged 
 on such date.
 (C) Termination of subparagraph (b) 
 exemption.--The exemption provided under 
 subparagraph (B) for activities engaged in by 
 any savings and loan holding company or a 
 subsidiary of such company (which is not a 
 savings association) which would otherwise be 
 prohibited under paragraph (1)(C) shall 
 terminate with respect to such activities of 
 such company or subsidiary upon the occurrence 
 (after August 10, 1987) of any of the 
 following:
 (i) The savings and loan holding 
 company acquires control of a bank or 
 an additional savings association 
 (other than a savings association 
 acquired pursuant to section 13(c) or 
 13(k) of the Federal Deposit Insurance 
 Act or section 406(f) or 408(m) of the 
 National Housing Act).
 (ii) Any savings association 
 subsidiary of the savings and loan 
 holding company fails to qualify as a 
 domestic building and loan association 
 under section 7701(a)(19) of the 
 Internal Revenue Code of 1986.
 (iii) The savings and loan holding 
 company engages in any business 
 activity--
 (I) which is not described in 
 paragraph (2); and
 (II) in which it was not 
 engaged on March 5, 1987.
 (iv) Any savings association 
 subsidiary of the savings and loan 
 holding company increases the number of 
 locations from which such savings 
 association conducts business after 
 March 5, 1987 (other than an increase 
 which occurs in connection with a 
 transaction under section 13(c) or (k) 
 of the Federal Deposit Insurance Act or 
 section 408(m) of the National Housing 
 Act.
 (v) Any savings association 
 subsidiary of the savings and loan 
 holding company permits any overdraft 
 (including an intraday overdraft), or 
 incurs any such overdraft in its 
 account at a Federal Reserve bank, on 
 behalf of an affiliate, unless such 
 overdraft is the result of an 
 inadvertent computer or accounting 
 error that is beyond the control of 
 both the savings association subsidiary 
 and the affiliate.
 (D) Order to terminate subparagraph (b) 
 activity.--Any activity described in 
 subparagraph (B) may also be terminated by the 
 Board, after opportunity for hearing, if the 
 Board determines, having due regard for the 
 purposes of this Act, that such action is 
 necessary to prevent conflicts of interest or 
 unsound practices or is in the public interest.
 (7) Foreign savings and loan holding company.--
 Notwithstanding any other provision of this section, 
 any savings and loan holding company organized under 
 the laws of a foreign country as of June 1, 1984 
 (including any subsidiary thereof which is not a 
 savings association), which controls a single savings 
 association on August 10, 1987, shall not be subject to 
 this subsection with respect to any activities of such 
 holding company which are conducted exclusively in a 
 foreign country.
 (8) Exemption for bank holding companies.--Except for 
 paragraph (1)(A), this subsection shall not apply to 
 any company that is treated as a bank holding company 
 for purposes of section 4 of the Bank Holding Company 
 Act of 1956, or any of its subsidiaries.
 (9) Prevention of new affiliations between s&l 
 holding companies and commercial firms.--
 (A) In general.--Notwithstanding paragraph 
 (3), no company may directly or indirectly, 
 including through any merger, consolidation, or 
 other type of business combination, acquire 
 control of a savings association after May 4, 
 1999, unless the company is engaged, directly 
 or indirectly (including through a subsidiary 
 other than a savings association), only in 
 activities that are permitted--
 (i) under paragraph (1)(C) or (2) of 
 this subsection; or
 (ii) for financial holding companies 
 under section 4(k) of the Bank Holding 
 Company Act of 1956.
 (B) Prevention of new commercial 
 affiliations.--Notwithstanding paragraph (3), 
 no savings and loan holding company may engage 
 directly or indirectly (including through a 
 subsidiary other than a savings association) in 
 any activity other than as described in clauses 
 (i) and (ii) of subparagraph (A).
 (C) Preservation of authority of existing 
 unitary s&l holding companies.--Subparagraphs 
 (A) and (B) do not apply with respect to any 
 company that was a savings and loan holding 
 company on May 4, 1999, or that becomes a 
 savings and loan holding company pursuant to an 
 application pending before the Office on or 
 before that date, and that--
 (i) meets and continues to meet the 
 requirements of paragraph (3); and
 (ii) continues to control not fewer 
 than 1 savings association that it 
 controlled on May 4, 1999, or that it 
 acquired pursuant to an application 
 pending before the Office on or before 
 that date, or the successor to such 
 savings association.
 (D) Corporate reorganizations permitted.--
 This paragraph does not prevent a transaction 
 that--
 (i) involves solely a company under 
 common control with a savings and loan 
 holding company from acquiring, 
 directly or indirectly, control of the 
 savings and loan holding company or any 
 savings association that is already a 
 subsidiary of the savings and loan 
 holding company; or
 (ii) involves solely a merger, 
 consolidation, or other type of 
 business combination as a result of 
 which a company under common control 
 with the savings and loan holding 
 company acquires, directly or 
 indirectly, control of the savings and 
 loan holding company or any savings 
 association that is already a 
 subsidiary of the savings and loan 
 holding company.
 (E) Authority to prevent evasions.--The Board 
 may issue interpretations, regulations, or 
 orders that the Board determines necessary to 
 administer and carry out the purpose and 
 prevent evasions of this paragraph, including a 
 determination (in consultation with the 
 appropriate Federal banking agency) that, 
 notwithstanding the form of a transaction, the 
 transaction would in substance result in a 
 company acquiring control of a savings 
 association.
 (F) Preservation of authority for family 
 trusts.--Subparagraphs (A) and (B) do not apply 
 with respect to any trust that becomes a 
 savings and loan holding company with respect 
 to a savings association, if--
 (i) not less than 85 percent of the 
 beneficial ownership interests in the 
 trust are continuously owned, directly 
 or indirectly, by or for the benefit of 
 members of the same family, or their 
 spouses, who are lineal descendants of 
 common ancestors who controlled, 
 directly or indirectly, such savings 
 association on May 4, 1999, or a 
 subsequent date, pursuant to an 
 application pending before the Office 
 on or before May 4, 1999; and
 (ii) at the time at which such trust 
 becomes a savings and loan holding 
 company, such ancestors or lineal 
 descendants, or spouses of such 
 descendants, have directly or 
 indirectly controlled the savings 
 association continuously since May 4, 
 1999, or a subsequent date, pursuant to 
 an application pending before the 
 Office on or before May 4, 1999.
 (d) Transactions With Affiliates.--Transactions between any 
subsidiary savings association of a savings and loan holding 
company and any affiliate (of such savings association 
subsidiary) shall be subject to the limitations and 
prohibitions specified in section 11 of this Act.
 (e) Acquisitions.--
 (1) In general.--It shall be unlawful for--
 (A) any savings and loan holding company 
 directly or indirectly, or through one or more 
 subsidiaries or through one or more 
 transactions--
 (i) to acquire, except with the prior 
 written approval of the Board, the 
 control of a savings association or a 
 savings and loan holding company, or to 
 retain the control of such an 
 association or holding company acquired 
 or retained in violation of this 
 section as heretofore or hereafter in 
 effect;
 (ii) to acquire, except with the 
 prior written approval of the Board, by 
 the process of merger, consolidation, 
 or purchase of assets, another savings 
 association or a savings and loan 
 holding company, or all or 
 substantially all of the assets of any 
 such association or holding company;
 (iii) to acquire, by purchase or 
 otherwise, or to retain, except with 
 the prior written approval of the 
 Board, more than 5 percent of the 
 voting shares of a savings association 
 not a subsidiary, or of a savings and 
 loan holding company not a subsidiary, 
 or in the case of a multiple savings 
 and loan holding company (other than a 
 company described in subsection 
 (c)(8)), to acquire or retain, and the 
 Board may not authorize acquisition or 
 retention of, more than 5 percent of 
 the voting shares of any company not a 
 subsidiary which is engaged in any 
 business activity other than the 
 activities specified in subsection 
 (c)(2). This clause shall not apply to 
 shares of a savings association or of a 
 savings and loan holding company--
 (I) held as a bona fide 
 fiduciary (whether with or 
 without the sole discretion to 
 vote such shares);
 (II) held temporarily 
 pursuant to an underwriting 
 commitment in the normal course 
 of an underwriting business;
 (III) held in an account 
 solely for trading purposes;
 (IV) over which no control is 
 held other than control of 
 voting rights acquired in the 
 normal course of a proxy 
 solicitation;
 (V) acquired in securing or 
 collecting a debt previously 
 contracted in good faith, 
 during the 2-year period 
 beginning on the date of such 
 acquisition or for such 
 additional time (not exceeding 
 3 years) as the Board may 
 permit if the Board determines 
 that such an extension will not 
 be detrimental to the public 
 interest;
 (VI) acquired under section 
 408(m) of the National Housing 
 Act or section 13(k) of the 
 Federal Deposit Insurance Act;
 (VII) held by any insurance 
 company, as defined in section 
 2(a)(17) of the Investment 
 Company Act of 1940, except as 
 provided in paragraph (6); or
 (VIII) acquired pursuant to a 
 qualified stock issuance if 
 such purchase is approved by 
 the Board under subsection 
 (q)(1)(D);
 except that the aggregate amount of 
 shares held under this clause (other 
 than under subclauses (I), (II), (III), 
 (IV), and (VI)) may not exceed 15 
 percent of all outstanding shares or of 
 the voting power of a savings 
 association or savings and loan holding 
 company; or
 (iv) to acquire the control of an 
 uninsured institution, or to retain for 
 more than one year after February 14, 
 1968, or from the date on which such 
 control was acquired, whichever is 
 later, except that the Board may upon 
 application by such company extend such 
 one-year period from year to year, for 
 an additional period not exceeding 3 
 years, if the Board finds such 
 extension is warranted and is not 
 detrimental to the public interest; and
 (B) any other company, without the prior 
 written approval of the Board, directly or 
 indirectly, or through one or more subsidiaries 
 or through one or more transactions, to acquire 
 the control of one or more savings 
 associations, except that such approval shall 
 not be required in connection with the control 
 of a savings association, (i) acquired by 
 devise under the terms of a will creating a 
 trust which is excluded from the definition of 
 ``savings and loan holding company'' under 
 subsection (a) of this section, (ii) acquired 
 in connection with a reorganization in which a 
 person or group of persons, having had control 
 of a savings association for more than 3 years, 
 vests control of that association in a newly 
 formed holding company subject to the control 
 of the same person or group of persons, or 
 (iii) acquired by a bank holding company that 
 is registered under, and subject to, the Bank 
 Holding Company Act of 1956, or any company 
 controlled by such bank holding company. The 
 Board shall approve an acquisition of a savings 
 association under this subparagraph unless the 
 Board finds the financial and managerial 
 resources and future prospects of the company 
 and association involved to be such that the 
 acquisition would be detrimental to the 
 association or the insurance risk of the 
 Deposit Insurance Fund, and shall render a 
 decision within 90 days after submission to the 
 Board of the complete record on the 
 application.
 Consideration of the managerial resources of a company 
 or savings association under subparagraph (B) shall 
 include consideration of the competence, experience, 
 and integrity of the officers, directors, and principal 
 shareholders of the company or association.
 (2) Factors to be considered.--The Board shall not 
 approve any acquisition under subparagraph (A)(i) or 
 (A)(ii), or of more than one savings association under 
 subparagraph (B) of paragraph (1) of this subsection, 
 any acquisition of stock in connection with a qualified 
 stock issuance, any acquisition under paragraph (4)(A), 
 or any transaction under section 13(k) of the Federal 
 Deposit Insurance Act, except in accordance with this 
 paragraph. In every case, the Board shall take into 
 consideration the financial and managerial resources 
 and future prospects of the company and association 
 involved, the effect of the acquisition on the 
 association, the insurance risk to the Deposit 
 Insurance Fund, and the convenience and needs of the 
 community to be served[, and shall render a decision 
 within 90 days after submission to the Board of the 
 complete record on the application]. Consideration of 
 the managerial resources of a company or savings 
 association shall include consideration of the 
 competence, experience, and integrity of the officers, 
 directors, and principal shareholders of the company or 
 association. Before approving any such acquisition, 
 except a transaction under section 13(k) of the Federal 
 Deposit Insurance Act, the Board shall request from the 
 Attorney General and consider any report rendered 
 within 30 days on the competitive factors involved. The 
 Board shall not approve any proposed acquisition--
 (A) which would result in a monopoly, or 
 which would be in furtherance of any 
 combination or conspiracy to monopolize or to 
 attempt to monopolize the savings and loan 
 business in any part of the United States,
 (B) the effect of which in any section of the 
 country may be substantially to lessen 
 competition, or tend to create a monopoly, or 
 which in any other manner would be in restraint 
 of trade, unless it finds that the 
 anticompetitive effects of the proposed 
 acquisition are clearly outweighed in the 
 public interest by the probable effect of the 
 acquisition in meeting the convenience and 
 needs of the community to be served,
 (C) if the company fails to provide adequate 
 assurances to the Board that the company will 
 make available to the Board such information on 
 the operations or activities of the company, 
 and any affiliate of the company, as the Board 
 determines to be appropriate to determine and 
 enforce compliance with this Act,
 (D) in the case of an application involving a 
 foreign bank, if the foreign bank is not 
 subject to comprehensive supervision or 
 regulation on a consolidated basis by the 
 appropriate authorities in the bank's home 
 country, or
 (E) in the case of an application by a 
 savings and loan holding company to acquire an 
 insured depository institution, if--
 (i) the home State of the insured 
 depository institution is a State other 
 than the home State of the savings and 
 loan holding company;
 (ii) the applicant (including all 
 insured depository institutions which 
 are affiliates of the applicant) 
 controls, or upon consummation of the 
 transaction would control, more than 10 
 percent of the total amount of deposits 
 of insured depository institutions in 
 the United States; and
 (iii) the acquisition does not 
 involve an insured depository 
 institution in default or in danger of 
 default, or with respect to which the 
 Federal Deposit Insurance Corporation 
 provides assistance under section 13 of 
 the Federal Deposit Insurance Act (12 
 U.S.C. 1823).
 (3) Interstate Acquisitions.--No acquisition shall be 
 approved by the Board under this subsection which will 
 result in the formation by any company, through one or 
 more subsidiaries or through one or more transactions, 
 of a multiple savings and loan holding company 
 controlling savings associations in more than one 
 State, unless--
 (A) such company, or a savings association 
 subsidiary of such company, is authorized to 
 acquire control of a savings association 
 subsidiary, or to operate a home or branch 
 office, in the additional State or States 
 pursuant to section 13(k) of the Federal 
 Deposit Insurance Act;
 (B) such company controls a savings 
 association subsidiary which operated a home or 
 branch office in the additional State or States 
 as of March 5, 1987; or
 (C) the statutes of the State in which the 
 savings association to be acquired is located 
 permit a savings association chartered by such 
 State to be acquired by a savings association 
 chartered by the State where the acquiring 
 savings association or savings and loan holding 
 company is located or by a holding company that 
 controls such a State chartered savings 
 association, and such statutes specifically 
 authorize such an acquisition by language to 
 that effect and not merely by implication.
 (4) Acquisitions by certain individuals.--
 (A) In general.--Notwithstanding subsection 
 (h)(2), any director or officer of a savings 
 and loan holding company, or any individual who 
 owns, controls, or holds with power to vote (or 
 holds proxies representing) more than 25 
 percent of the voting shares of such holding 
 company, may acquire control of any savings 
 association not a subsidiary of such savings 
 and loan holding company with the prior written 
 approval of the Board.
 (B) Treatment of certain holding companies.--
 If any individual referred to in subparagraph 
 (A) controls more than 1 savings and loan 
 holding company or more than 1 savings 
 association, any savings and loan holding 
 company controlled by such individual shall be 
 subject to the activities limitations contained 
 in subsection (c) to the same extent such 
 limitations apply to multiple savings and loan 
 holding companies, unless all or all but 1 of 
 the savings associations (including any 
 institution deemed to be a savings association 
 under subsection (l) of this section) 
 controlled directly or indirectly by such 
 individual was acquired pursuant to an 
 acquisition described in subclause (I) or (II) 
 of subsection (c)(3)(B)(i).
 (5) Acquisitions pursuant to certain security 
 interests.--This subsection and subsection (c)(2) of 
 this section do not apply to any savings and loan 
 holding company which acquired the control of a savings 
 association or of a savings and loan holding company 
 pursuant to a pledge or hypothecation to secure a loan, 
 or in connection with the liquidation of a loan, made 
 in the ordinary course of business. It shall be 
 unlawful for any such company to retain such control 
 for more than one year after February 14, 1968, or from 
 the date on which such control was acquired, whichever 
 is later, except that the Board may upon application by 
 such company extend such one-year period from year to 
 year, for an additional period not exceeding 3 years, 
 if the Board finds such extension is warranted and 
 would not be detrimental to the public interest.
 (6) Shares held by insurance affiliates.--Shares 
 described in clause (iii)(VII) of paragraph (1)(A) 
 shall not be excluded for purposes of clause (iii) of 
 such paragraph if--
 (A) all shares held under such clause 
 (iii)(VII) by all insurance company affiliates 
 of such savings association or savings and loan 
 holding company in the aggregate exceed 5 
 percent of all outstanding shares or of the 
 voting power of the savings association or 
 savings and loan holding company; or
 (B) such shares are acquired or retained with 
 a view to acquiring, exercising, or 
 transferring control of the savings association 
 or savings and loan holding company.
 (7) Complete record on an application.--
 (A) Notice to applicant.--Not later than 30 
 days after the date on which the Board receives 
 an application for approval under this 
 subsection, the Board shall transmit to the 
 applicant a letter that either--
 (i) confirms the record on the 
 application is complete; or
 (ii) details all additional 
 information that is required for the 
 record on that application to be 
 complete.
 (B) Extension of notice.--Notwithstanding 
 subparagraph (A), the Board may, if an 
 application is complex, extend the 30-day 
 period described under subparagraph (A) for an 
 additional 30 days.
 (C) Receipt of response; deeming of complete 
 record.--Upon receipt of a response from an 
 applicant to a notice requesting additional 
 information described under subparagraph 
 (A)(ii), the record on the application shall be 
 deemed complete unless the Board--
 (i) determines that the applicant's 
 response was materially deficient; and
 (ii) not later than 30 days after the 
 date on which the Board received the 
 response, provides the applicant a 
 detailed notice describing the 
 deficiencies.
 (D) Treatment of third-party information.--In 
 determining whether the record on an 
 application is complete, the Board may take 
 into account only information provided by the 
 applicant, and may not base the determination 
 of completeness on any information (including 
 reports, views, or recommendations) provided by 
 third parties.
 (8) Deadline for determination.--
 (A) In general.--Notwithstanding any other 
 provision of this subsection, the Board shall 
 grant or deny an application submitted under 
 this subsection not later than 120 days after 
 the date on which the application was initially 
 submitted to the Board, regardless of whether 
 the record on such initial application was 
 complete.
 (B) Failure to make a determination.--If the 
 Board does not grant or deny an application 
 within the time period described under 
 subparagraph (A), such application shall be 
 deemed to have been granted.
 (C) Tolling of period.--The Board may at any 
 time extend the deadline described under 
 subparagraph (A) at the request of the 
 applicant, but may not extend the deadline more 
 than 30 days past the deadline described under 
 subparagraph (A).
 [(7)] (9) Definitions.--For purposes of paragraph 
 (2)(E)--
 (A) the terms ``default'', ``in danger of 
 default'', and ``insured depository 
 institution'' have the same meanings as in 
 section 3 of the Federal Deposit Insurance Act 
 (12 U.S.C. 1813); and
 (B) the term ``home State'' means--
 (i) with respect to a national bank, 
 the State in which the main office of 
 the bank is located;
 (ii) with respect to a State bank or 
 State savings association, the State by 
 which the savings association is 
 chartered;
 (iii) with respect to a Federal 
 savings association, the State in which 
 the home office (as defined by the 
 regulations of the Board of the Office 
 of Thrift Supervision, or, on and after 
 the transfer date, the Comptroller of 
 the Currency) of the Federal savings 
 association is located; and
 (iv) with respect to a savings and 
 loan holding company, the State in 
 which the amount of total deposits of 
 all insured depository institution 
 subsidiaries of such company was the 
 greatest on the date on which the 
 company became a savings and loan 
 holding company.
 (10) For proposed transactions resulting in companies 
 with less than $10,000,000,000 in assets.--
 (A) In general.--Notwithstanding 
 subparagraphs (A) and (B) of paragraph (2), if 
 a proposed transaction under this section would 
 result in a company with less than 
 $10,000,000,000 in assets, then the Board shall 
 not consider whether the transaction would--
 (i) result in a monopoly, or would be 
 in furtherance of any combination or 
 conspiracy to monopolize or to attempt 
 to monopolize the savings and loan 
 business in any part of the United 
 States; and
 (ii) have the effect in any section 
 of the country of substantially 
 lessening competition, tending to 
 create a monopoly, or in any other 
 manner restraining trade.
 (B) Threshold adjustment.--
 (i) In general.--At the end of each 
 year for which the nominal gross 
 domestic product of the United States 
 increases (a ``covered year''), the 
 Board shall adjust the dollar figure 
 described in subparagraph (A) by a 
 percentage equal to the percentage 
 increase (if any) between--
 (I) the nominal gross 
 domestic product of the United 
 States for the year, during the 
 preceding 5 years, with respect 
 to which the nominal gross 
 domestic product of the United 
 States was the highest; and
 (II) the nominal gross 
 domestic product of the United 
 States for the covered year.
 (ii) Determination of gdp.--In this 
 paragraph, the Board shall use nominal 
 gross domestic product statistics 
 determined by the Bureau of Economic 
 Analysis.
 (f) Declaration of Dividend.--Every subsidiary savings 
association of a savings and loan holding company shall give 
the Board not less than 30 days' advance notice of the proposed 
declaration by its directors of any dividend on its guaranty, 
permanent, or other nonwithdrawable stock. Such notice period 
shall commence to run from the date of receipt of such notice 
by the Board. Any such dividend declared within such period, or 
without the giving of such notice to the Board, shall be 
invalid and shall confer no rights or benefits upon the holder 
of any such stock.
 (g) Administration and Enforcement.--
 (1) In general.--The Board is authorized to issue 
 such regulations and orders, including regulations and 
 orders relating to capital requirements for savings and 
 loan holding companies, as the Board deems necessary or 
 appropriate to enable the Board to administer and carry 
 out the purposes of this section, and to require 
 compliance therewith and prevent evasions thereof. In 
 establishing capital regulations pursuant to this 
 subsection, the appropriate Federal banking agency 
 shall seek to make such requirements countercyclical so 
 that the amount of capital required to be maintained by 
 a company increases in times of economic expansion and 
 decreases in times of economic contraction, consistent 
 with the safety and soundness of the company.
 (2) Investigations.--The Board may make such 
 investigations as the Board deems necessary or 
 appropriate to determine whether the provisions of this 
 section, and regulations and orders thereunder, are 
 being and have been complied with by savings and loan 
 holding companies and subsidiaries and affiliates 
 thereof. For the purpose of any investigation under 
 this section, the Board may administer oaths and 
 affirmations, issue subpenas, take evidence, and 
 require the production of any books, papers, 
 correspondence, memorandums, or other records which may 
 be relevant or material to the inquiry. The attendance 
 of witnesses and the production of any such records may 
 be required from any place in any State. The Board may 
 apply to the United States district court for the 
 judicial district (or the United States court in any 
 territory) in which any witness or company subpenaed 
 resides or carries on business, for enforcement of any 
 subpena issued pursuant to this paragraph, and such 
 courts shall have jurisdiction and power to order and 
 require compliance.
 (3) Proceedings.--(A) In any proceeding under 
 subsection (a)(2)(D) or under paragraph (5) of this 
 subsection, the Board may administer oaths and 
 affirmations, take or cause to be taken depositions, 
 and issue subpenas. The Board may make regulations with 
 respect to any such proceedings. The attendance of 
 witnesses and the production of documents provided for 
 in this paragraph may be required from any place in any 
 State or in any territory at any designated place where 
 such proceeding is being conducted. Any party to such 
 proceedings may apply to the United States District 
 Court for the District of Columbia, or the United 
 States district court for the judicial district or the 
 United States court in any territory in which such 
 proceeding is being conducted, or where the witness 
 resides or carries on business, for enforcement of any 
 subpena issued pursuant to this paragraph, and such 
 courts shall have jurisdiction and power to order and 
 require compliance therewith. Witnesses subpenaed under 
 this section shall be paid the same fees and mileage 
 that are paid witnesses in the district courts of the 
 United States.
 (B) Any hearing provided for in subsection (a)(2)(D) 
 or under paragraph (5) of this section shall be held in 
 the Federal judicial district or in the territory in 
 which the principal office of the association or other 
 company is located unless the party afforded the 
 hearing consents to another place, and shall be 
 conducted in accordance with the provisions of chapter 
 5 of title 5, United States Code.
 (4) Injunctions.--Whenever it appears to the Board 
 that any person is engaged or has engaged or is about 
 to engage in any acts or practices which constitute or 
 will constitute a violation of the provisions of this 
 section or of any regulation or order thereunder, the 
 Board may bring an action in the proper United States 
 district court, or the United States court of any 
 territory or other place subject to the jurisdiction of 
 the United States, to enjoin such acts or practices, to 
 enforce compliance with this section or any regulation 
 or order, or to require the divestiture of any 
 acquisition in violation of this section, or for any 
 combination of the foregoing, and such courts shall 
 have jurisdiction of such actions. Upon a proper 
 showing an injunction, decree, restraining order, order 
 of divestiture, or other appropriate order shall be 
 granted without bond.
 (5) Cease and desist orders.--(A) Notwithstanding any 
 other provision of this section, the Board may, 
 whenever the Board has reasonable cause to believe that 
 the continuation by a savings and loan holding company 
 of any activity or of ownership or control of any of 
 its noninsured subsidiaries constitutes a serious risk 
 to the financial safety, soundness, or stability of a 
 savings and loan holding company's subsidiary savings 
 association and is inconsistent with the sound 
 operation of a savings association or with the purposes 
 of this section or section 8 of the Federal Deposit 
 Insurance Act, order the savings and loan holding 
 company or any of its subsidiaries, after due notice 
 and opportunity for hearing, to terminate such 
 activities or to terminate (within 120 days or such 
 longer period as the Board directs in unusual 
 circumstances) its ownership or control of any such 
 noninsured subsidiary either by sale or by distribution 
 of the shares of the subsidiary to the shareholders of 
 the savings and loan holding company. Such distribution 
 shall be pro rata with respect to all of the 
 shareholders of the distributing savings and loan 
 holding company, and the holding company shall not make 
 any charge to its shareholders arising out of such a 
 distribution.
 (B) The Board may in the discretion of the Board 
 apply to the United States district court within the 
 jurisdiction of which the principal office of the 
 company is located, for the enforcement of any 
 effective and outstanding order issued under this 
 section, and such court shall have jurisdiction and 
 power to order and require compliance therewith. Except 
 as provided in subsection (j), no court shall have 
 jurisdiction to affect by injunction or otherwise the 
 issuance or enforcement of any notice or order under 
 this section, or to review, modify, suspend, terminate, 
 or set aside any such notice or order.
 (h) Prohibited Acts.--It shall be unlawful for--
 (1) any savings and loan holding company or 
 subsidiary thereof, or any director, officer, employee, 
 or person owning, controlling, or holding with power to 
 vote, or holding proxies representing, more than 25 
 percent of the voting shares, of such holding company 
 or subsidiary, to hold, solicit, or exercise any 
 proxies in respect of any voting rights in a savings 
 association which is a mutual association;
 (2) any director or officer of a savings and loan 
 holding company, or any individual who owns, controls, 
 or holds with power to vote (or holds proxies 
 representing) more than 25 percent of the voting shares 
 of such holding company, to acquire control of any 
 savings association not a subsidiary of such savings 
 and loan holding company, unless such acquisition is 
 approved by the Board pursuant to subsection (e)(4); or
 (3) any individual, except with the prior approval of 
 the Board, to serve or act as a director, officer, or 
 trustee of, or become a partner in, any savings and 
 loan holding company after having been convicted of any 
 criminal offense involving dishonesty or breach of 
 trust.
 (i) Penalties.--
 (1) Criminal penalty.--(A) Whoever knowingly violates 
 any provision of this section or being a company, 
 violates any regulation or order issued by the Board 
 under this section, shall be imprisoned not more than 1 
 year, fined not more than $100,000 per day for each day 
 during which the violation continues, or both.
 (B) Whoever, with the intent to deceive, defraud, or 
 profit significantly, knowingly violates any provision 
 of this section shall be fined not more than $1,000,000 
 per day for each day during which the violation 
 continues, imprisoned not more than 5 years, or both.
 (2) Civil money penalty.--
 (A) Penalty.--Any company which violates, and 
 any person who participates in a violation of, 
 any provision of this section, or any 
 regulation or order issued pursuant thereto, 
 shall forfeit and pay a civil penalty of not 
 more than $25,000 for each day during which 
 such violation continues.
 (B) Assessment.--Any penalty imposed under 
 subparagraph (A) may be assessed and collected 
 by the Board in the manner provided in 
 subparagraphs (E), (F), (G), and (I) of section 
 8(i)(2) of the Federal Deposit Insurance Act 
 for penalties imposed (under such section) and 
 any such assessment shall be subject to the 
 provisions of such section.
 (C) Hearing.--The company or other person 
 against whom any civil penalty is assessed 
 under this paragraph shall be afforded a 
 hearing if such company or person submits a 
 request for such hearing within 20 days after 
 the issuance of the notice of assessment. 
 Section 8(h) of the Federal Deposit Insurance 
 Act shall apply to any proceeding under this 
 paragraph.
 (D) Disbursement.--All penalties collected 
 under authority of this paragraph shall be 
 deposited into the Treasury.
 (E) Violate defined.--For purposes of this 
 section, the term ``violate'' includes any 
 action (alone or with another or others) for or 
 toward causing, bringing about, participating 
 in, counseling, or aiding or abetting a 
 violation.
 (F) Regulations.--The Board shall prescribe 
 regulations establishing such procedures as may 
 be necessary to carry out this paragraph.
 (3) Civil money penalty.--
 (A) Penalty.--Any company which violates, and 
 any person who participates in a violation of, 
 any provision of this section, or any 
 regulation or order issued pursuant thereto, 
 shall forfeit and pay a civil penalty of not 
 more than $25,000 for each day during which 
 such violation continues.
 (B) Assessment; etc.--Any penalty imposed 
 under subparagraph (A) may be assessed and 
 collected by the Board in the manner provided 
 in subparagraphs (E), (F), (G), and (I) of 
 section 8(i)(2) of the Federal Deposit 
 Insurance Act for penalties imposed (under such 
 section) and any such assessment shall be 
 subject to the provisions of such section.
 (C) Hearing.--The company or other person 
 against whom any penalty is assessed under this 
 paragraph shall be afforded an agency hearing 
 if such company or person submits a request for 
 such hearing within 20 days after the issuance 
 of the notice of assessment. Section 8(h) of 
 the Federal Deposit Insurance Act shall apply 
 to any proceeding under this paragraph.
 (D) Disbursement.--All penalties collected 
 under authority of this paragraph shall be 
 deposited into the Treasury.
 (E) Violate defined.--For purposes of this 
 section, the term ``violate'' includes any 
 action (alone or with another or others) for or 
 toward causing, bringing about, participating 
 in, counseling, or aiding or abetting a 
 violation.
 (F) Regulations.--The Board shall prescribe 
 regulations establishing such procedures as may 
 be necessary to carry out this paragraph.
 (4) Notice under this section after separation from 
 service.--The resignation, termination of employment or 
 participation, or separation of an institution-
 affiliated party (within the meaning of section 3(u) of 
 the Federal Deposit Insurance Act) with respect to a 
 savings and loan holding company or subsidiary thereof 
 (including a separation caused by the deregistration of 
 such a company or such a subsidiary) shall not affect 
 the jurisdiction and authority of the Board to issue 
 any notice and proceed under this section against any 
 such party, if such notice is served before the end of 
 the 6-year period beginning on the date such party 
 ceased to be such a party with respect to such holding 
 company or its subsidiary (whether such date occurs 
 before, on, or after the date of the enactment of this 
 paragraph).
 (j) Judicial Review.--Any party aggrieved by an order of the 
Board under this section may obtain a review of such order by 
filing in the court of appeals of the United States for the 
circuit in which the principal office of such party is located, 
or in the United States Court of Appeals for the District of 
Columbia Circuit, within 30 days after the date of service of 
such order, a written petition praying that the order of the 
Board be modified, terminated, or set aside. A copy of the 
petition shall be forthwith transmitted by the clerk of the 
court to the Board, and thereupon the Board shall file in the 
court the record in the proceeding, as provided in section 2112 
of title 28, United States Code. Upon the filing of such 
petition, such court shall have jurisdiction, which upon the 
filing of the record shall be exclusive, to affirm, modify, 
terminate, or set aside, in whole or in part, the order of the 
Board. Review of such proceedings shall be had as provided in 
chapter 7 of title 5, United States Code. The judgment and 
decree of the court shall be final, except that the same shall 
be subject to review by the Supreme Court upon certiorari as 
provided in section 1254 of title 28, United States Code.
 (k) Savings Clause.--Nothing contained in this section, other 
than any transaction approved under subsection (e)(2) of this 
section or section 13 of the Federal Deposit Insurance Act, 
shall be interpreted or construed as approving any act, action, 
or conduct which is or has been or may be in violation of 
existing law, nor shall anything herein contained constitute a 
defense to any action, suit, or proceeding pending or hereafter 
instituted on account of any act, action, or conduct in 
violation of the antitrust laws.
 (l) Treatment of FDIC Insured State Savings Banks and 
Cooperative Banks as Savings Associations.--
 (1) In general.--Notwithstanding any other provision 
 of law, a savings bank (as defined in section 3(g) of 
 the Federal Deposit Insurance Act) and a cooperative 
 bank that is an insured bank (as defined in section 
 3(h) of the Federal Deposit Insurance Act) upon 
 application shall be deemed to be a savings association 
 for the purpose of this section, if the appropriate 
 Federal banking agency determines that such bank is a 
 qualified thrift lender (as determined under subsection 
 (m)).
 (2) Failure to maintain qualified thrift lender 
 status.--If any savings bank which is deemed to be a 
 savings association under paragraph (1) subsequently 
 fails to maintain its status as a qualified thrift 
 lender, as determined by the appropriate Federal 
 banking agency, such bank may not thereafter be a 
 qualified thrift lender for a period of 5 years.
 (m) Qualified Thrift Lender Test.--
 (1) In general.--Except as provided in paragraphs (2) 
 and (7), any savings association is a qualified thrift 
 lender if--
 (A) the savings association qualifies as a 
 domestic building and loan association, as such 
 term is defined in section 7701(a)(19) of the 
 Internal Revenue Code of 1986; or
 (B)(i) the savings association's qualified 
 thrift investments equal or exceed 65 percent 
 of the savings association's portfolio assets; 
 and
 (ii) the savings association's qualified 
 thrift investments continue to equal or exceed 
 65 percent of the savings association's 
 portfolio assets on a monthly average basis in 
 9 out of every 12 months.
 (2) Exceptions granted by director.--Notwithstanding 
 paragraph (1), the appropriate Federal banking agency 
 may grant such temporary and limited exceptions from 
 the minimum actual thrift investment percentage 
 requirement contained in such paragraph as the 
 appropriate Federal banking agency deems necessary if--
 (A) the appropriate Federal banking agency 
 determines that extraordinary circumstances 
 exist, such as when the effects of high 
 interest rates reduce mortgage demand to such a 
 degree that an insufficient opportunity exists 
 for a savings association to meet such 
 investment requirements; or
 (B) the appropriate Federal banking agency 
 determines that--
 (i) the grant of any such exception 
 will significantly facilitate an 
 acquisition under section 13(c) or 
 13(k) of the Federal Deposit Insurance 
 Act;
 (ii) the acquired association will 
 comply with the transition requirements 
 of paragraph (7)(B), as if the date of 
 the exemption were the starting date 
 for the transition period described in 
 that paragraph; and
 (iii) the appropriate Federal banking 
 agency determines that the exemption 
 will not have an undue adverse effect 
 on competing savings associations in 
 the relevant market and will further 
 the purposes of this subsection.
 (3) Failure to become and remain a qualified thrift 
 lender.--
 (A) In general.--A savings association that 
 fails to become or remain a qualified thrift 
 lender shall immediately be subject to the 
 restrictions under subparagraph (B).
 (B) Restrictions applicable to savings 
 associations that are not qualified thrift 
 lenders.--
 (i) Restrictions effective 
 immediately.--The following 
 restrictions shall apply to a savings 
 association beginning on the date on 
 which the savings association should 
 have become or ceases to be a qualified 
 thrift lender:
 (I) Activities.--The savings 
 association shall not make any 
 new investment (including an 
 investment in a subsidiary) or 
 engage, directly or indirectly, 
 in any other new activity 
 unless that investment or 
 activity would be permissible 
 for the savings association if 
 it were a national bank, and is 
 also permissible for the 
 savings association as a 
 savings association.
 (II) Branching.--The savings 
 association shall not establish 
 any new branch office at any 
 location at which a national 
 bank located in the savings 
 association's home State may 
 not establish a branch office. 
 For purposes of this subclause, 
 a savings association's home 
 State is the State in which the 
 savings association's total 
 deposits were largest on the 
 date on which the savings 
 association should have become 
 or ceased to be a qualified 
 thrift lender.
 (III) Dividends.--The savings 
 association may not pay 
 dividends, except for dividends 
 that--
 (aa) would be 
 permissible for a 
 national bank;
 (bb) are necessary to 
 meet obligations of a 
 company that controls 
 such savings 
 association; and
 (cc) are specifically 
 approved by the 
 Comptroller of the 
 Currency and the Board 
 after a written request 
 submitted to the 
 Comptroller of the 
 Currency and the Board 
 by the savings 
 association not later 
 than 30 days before the 
 date of the proposed 
 payment.
 (IV) Regulatory authority.--A 
 savings association that fails 
 to become or remain a qualified 
 thrift lender shall be deemed 
 to have violated section 5 of 
 the Home Owners' Loan Act (12 
 U.S.C. 1464) and subject to 
 actions authorized by section 
 5(d) of the Home Owners' Loan 
 Act (12 U.S.C. 1464(d)).
 (ii) Additional restrictions 
 effective after 3 years.--Beginning 3 
 years after the date on which a savings 
 association should have become a 
 qualified thrift lender, or the date on 
 which the savings association ceases to 
 be a qualified thrift lender, as 
 applicable, the savings association 
 shall not retain any investment 
 (including an investment in any 
 subsidiary) or engage, directly or 
 indirectly, in any activity, unless 
 that investment or activity--
 (I) would be permissible for 
 the savings association if it 
 were a national bank; and
 (II) is permissible for the 
 savings association as a 
 savings association.
 (C) Holding company regulation.--Any company 
 that controls a savings association that is 
 subject to any provision of subparagraph (B) 
 shall, within one year after the date on which 
 the savings association should have become or 
 ceases to be a qualified thrift lender, 
 register as and be deemed to be a bank holding 
 company subject to all of the provisions of the 
 Bank Holding Company Act of 1956, section 8 of 
 the Federal Deposit Insurance Act, and other 
 statutes applicable to bank holding companies, 
 in the same manner and to the same extent as if 
 the company were a bank holding company and the 
 savings association were a bank, as those terms 
 are defined in the Bank Holding Company Act of 
 1956.
 (D) Requalification.--A savings association 
 that should have become or ceases to be a 
 qualified thrift lender shall not be subject to 
 subparagraph (B) or (C) if the savings 
 association becomes a qualified thrift lender 
 by meeting the qualified thrift lender 
 requirement in paragraph (1) on a monthly 
 average basis in 9 out of the preceding 12 
 months and remains a qualified thrift lender. 
 If the savings association (or any savings 
 association that acquired all or substantially 
 all of its assets from that savings 
 association) at any time thereafter ceases to 
 be a qualified thrift lender, it shall 
 immediately be subject to all provisions of 
 subparagraphs (B) and (C) as if all the periods 
 described in subparagraphs (B)(ii) and (C) had 
 expired.
 (E) Exemption for specialized savings 
 associations serving certain military 
 personnel.--Subparagraph (A) shall not apply to 
 a savings association subsidiary of a savings 
 and loan holding company if at least 90 percent 
 of the customers of the savings and loan 
 holding company and its subsidiaries and 
 affiliates are active or former members in the 
 United States military services or the widows, 
 widowers, divorced spouses, or current or 
 former dependents of such members.
 (F) Exemption for certain federal savings 
 associations.--This paragraph shall not apply 
 to any Federal savings association in existence 
 as a Federal savings association on the date of 
 enactment of the Financial Institutions Reform, 
 Recovery, and Enforcement Act of 1989--
 (i) that was chartered before October 
 15, 1982, as a savings bank or a 
 cooperative bank under State law; or
 (ii) that acquired its principal 
 assets from an association that was 
 chartered before October 15, 1982, as a 
 savings bank or a cooperative bank 
 under State law.
 (G) No circumvention of exit moratorium.--
 Subparagraph (A) of this paragraph shall not be 
 construed as permitting any insured depository 
 institution to engage in any conversion 
 transaction prohibited under section 5(d) of 
 the Federal Deposit Insurance Act.
 (4) Definitions.--For purposes of this subsection, 
 the following definitions shall apply:
 (A) Actual thrift investment percentage.--The 
 term ``actual thrift investment percentage'' 
 means the percentage determined by dividing--
 (i) the amount of a savings 
 association's qualified thrift 
 investments, by
 (ii) the amount of the savings 
 association's portfolio assets.
 (B) Portfolio assets.--The term ``portfolio 
 assets'' means, with respect to any savings 
 association, the total assets of the savings 
 association, minus the sum of--
 (i) goodwill and other intangible 
 assets;
 (ii) the value of property used by 
 the savings association to conduct its 
 business; and
 (iii) liquid assets of the type 
 required to be maintained under section 
 6 of the Home Owners' Loan Act, as in 
 effect on the day before the date of 
 the enactment of the Financial 
 Regulatory Relief and Economic 
 Efficiency Act of 2000, in an amount 
 not exceeding the amount equal to 20 
 percent of the savings association's 
 total assets.
 (C) Qualified thrift investments.--
 (i) In general.--The term ``qualified 
 thrift investments'' means, with 
 respect to any savings association, the 
 assets of the savings association that 
 are described in clauses (ii) and 
 (iii).
 (ii) Assets includible without 
 limit.--The following assets are 
 described in this clause for purposes 
 of clause (i):
 (I) The aggregate amount of 
 loans held by the savings 
 association that were made to 
 purchase, refinance, construct, 
 improve, or repair domestic 
 residential housing or 
 manufactured housing.
 (II) Home-equity loans.
 (III) Securities backed by or 
 representing an interest in 
 mortgages on domestic 
 residential housing or 
 manufactured housing.
 (IV) Existing obligations of 
 deposit insurance agencies.--
 Direct or indirect obligations 
 of the Federal Deposit 
 Insurance Corporation or the 
 Federal Savings and Loan 
 Insurance Corporation issued in 
 accordance with the terms of 
 agreements entered into prior 
 to July 1, 1989, for the 10-
 year period beginning on the 
 date of issuance of such 
 obligations.
 (V) New obligations of 
 deposit insurance agencies.--
 Obligations of the Federal 
 Deposit Insurance Corporation, 
 the Federal Savings and Loan 
 Insurance Corporation, the 
 FSLIC Resolution Fund, and the 
 Resolution Trust Corporation 
 issued in accordance with the 
 terms of agreements entered 
 into on or after July 1, 1989, 
 for the 5-year period beginning 
 on the date of issuance of such 
 obligations.
 (VI) Shares of stock issued 
 by any Federal home loan bank.
 (VII) Loans for educational 
 purposes, loans to small 
 businesses, and loans made 
 through credit cards or credit 
 card accounts.
 (iii) Assets includible subject to 
 percentage restriction.--The following 
 assets are described in this clause for 
 purposes of clause (i):
 (I) 50 percent of the dollar 
 amount of the residential 
 mortgage loans originated by 
 such savings association and 
 sold within 90 days of 
 origination.
 (II) Investments in the 
 capital stock or obligations 
 of, and any other security 
 issued by, any service 
 corporation if such service 
 corporation derives at least 80 
 percent of its annual gross 
 revenues from activities 
 directly related to purchasing, 
 refinancing, constructing, 
 improving, or repairing 
 domestic residential real 
 estate or manufactured housing.
 (III) 200 percent of the 
 dollar amount of loans and 
 investments made to acquire, 
 develop, and construct 1- to 4-
 family residences the purchase 
 price of which is or is 
 guaranteed to be not greater 
 than 60 percent of the median 
 value of comparable newly 
 constructed 1- to 4-family 
 residences within the local 
 community in which such real 
 estate is located, except that 
 not more than 25 percent of the 
 amount included under this 
 subclause may consist of 
 commercial properties related 
 to the development if those 
 properties are directly related 
 to providing services to 
 residents of the development.
 (IV) 200 percent of the 
 dollar amount of loans for the 
 acquisition or improvement of 
 residential real property, 
 churches, schools, and nursing 
 homes located within, and loans 
 for any other purpose to any 
 small businesses located within 
 any area which has been 
 identified by the appropriate 
 Federal banking agency, in 
 connection with any review or 
 examination of community 
 reinvestment practices, as a 
 geographic area or neighborhood 
 in which the credit needs of 
 the low- and moderate-income 
 residents of such area or 
 neighborhood are not being 
 adequately met.
 (V) Loans for the purchase or 
 construction of churches, 
 schools, nursing homes, and 
 hospitals, other than those 
 qualifying under clause (IV), 
 and loans for the improvement 
 and upkeep of such properties.
 (VI) Loans for personal, 
 family, or household purposes 
 (other than loans for personal, 
 family, or household purposes 
 described in clause (ii)(VII)).
 (VII) Shares of stock issued 
 by the Federal Home Loan 
 Mortgage Corporation or the 
 Federal National Mortgage 
 Association.
 (iv) Percentage restriction 
 applicable to certain assets.--The 
 aggregate amount of the assets 
 described in clause (iii) which may be 
 taken into account in determining the 
 amount of the qualified thrift 
 investments of any savings association 
 shall not exceed the amount which is 
 equal to 20 percent of a savings 
 association's portfolio assets.
 (v) The term ``qualified thrift 
 investments'' excludes--
 (I) except for home equity 
 loans, that portion of any loan 
 or investment that is used for 
 any purpose other than those 
 expressly qualifying under any 
 subparagraph of clause (ii) or 
 (iii); or
 (II) goodwill or any other 
 intangible asset.
 (D) Credit card.--The appropriate Federal 
 banking agency shall issue such regulations as 
 may be necessary to define the term ``credit 
 card''.
 (E) Small business.--The appropriate Federal 
 banking agency shall issue such regulations as 
 may be necessary to define the term ``small 
 business''.
 (5) Consistent accounting required.--
 (A) In determining the amount of a savings 
 association's portfolio assets, the assets of 
 any subsidiary of the savings association shall 
 be consolidated with the assets of the savings 
 association if--
 (i) Assets of the subsidiary are 
 consolidated with the assets of the 
 savings association in determining the 
 savings association's qualified thrift 
 investments; or
 (ii) Residential mortgage loans 
 originated by the subsidiary are 
 included pursuant to paragraph 
 (4)(C)(iii)(I) in determining the 
 savings association's qualified thrift 
 investments.
 (B) In determining the amount of a savings 
 association's portfolio assets and qualified 
 thrift investments, consistent accounting 
 principles shall be applied.
 (6) Special rules for puerto rico and virgin islands 
 savings associations.--
 (A) Puerto rico savings associations.--With 
 respect to any savings association 
 headquartered and operating primarily in Puerto 
 Rico--
 (i) the term ``qualified thrift 
 investments'' includes, in addition to 
 the items specified in paragraph (4)--
 (I) the aggregate amount of 
 loans for personal, family, 
 educational, or household 
 purposes made to persons 
 residing or domiciled in the 
 Commonwealth of Puerto Rico; 
 and
 (II) the aggregate amount of 
 loans for the acquisition or 
 improvement of churches, 
 schools, or nursing homes, and 
 of loans to small businesses, 
 located within the Commonwealth 
 of Puerto Rico; and
 (ii) the aggregate amount of loans 
 related to the purchase, acquisition, 
 development and construction of 1- to 
 4-family residential real estate--
 (I) which is located within 
 the Commonwealth of Puerto 
 Rico; and
 (II) the value of which (at 
 the time of acquisition or upon 
 completion of the development 
 and construction) is below the 
 median value of newly 
 constructed 1- to 4-family 
 residences in the Commonwealth 
 of Puerto Rico, which may be 
 taken into account in 
 determining the amount of the 
 qualified thrift investments 
 and of such savings association 
 shall be doubled.
 (B) Virgin islands savings associations.--
 With respect to any savings association 
 headquartered and operating primarily in the 
 Virgin Islands--
 (i) the term ``qualified thrift 
 investments'' includes, in addition to 
 the items specified in paragraph (4)--
 (I) the aggregate amount of 
 loans for personal, family, 
 educational, or household 
 purposes made to persons 
 residing or domiciled in the 
 Virgin Islands; and
 (II) the aggregate amount of 
 loans for the acquisition or 
 improvement of churches, 
 schools, or nursing homes, and 
 of loans to small businesses, 
 located within the Virgin 
 Islands; and
 (ii) the aggregate amount of loans 
 related to the purchase, acquisition, 
 development and construction of 1- to 
 4-family residential real estate--
 (I) which is located within 
 the Virgin Islands; and
 (II) the value of which (at 
 the time of acquisition or upon 
 completion of the development 
 and construction) is below the 
 median value of newly 
 constructed 1- to 4-family 
 residences in the Virgin 
 Islands, which may be taken 
 into account in determining the 
 amount of the qualified thrift 
 investments and of such savings 
 association shall be doubled.
 (7) Transitional rule for certain savings 
 associations.--
 (A) In general.--If any Federal savings 
 association in existence as a Federal savings 
 association on the date of enactment of the 
 Financial Institutions Reform, Recovery, and 
 Enforcement Act of 1989--
 (i) that was chartered as a savings 
 bank or a cooperative bank under State 
 law before October 15, 1982; or
 (ii) that acquired its principal 
 assets from an association that was 
 chartered before October 15, 1982, as a 
 savings bank or a cooperative bank 
 under State law,
 meets the requirements of subparagraph (B), 
 such savings association shall be treated as a 
 qualified thrift lender during the period 
 ending on September 30, 1995.
 (B) Subparagraph (b) requirements.--A savings 
 association meets the requirements of this 
 subparagraph if, in the determination of the 
 appropriate Federal banking agency--
 (i) the actual thrift investment 
 percentage of such association does 
 not, after the date of enactment of the 
 Financial Institutions Reform, 
 Recovery, and Enforcement Act of 1989, 
 decrease below the actual thrift 
 investment percentage of such 
 association on July 15, 1989; and
 (ii) the amount by which--
 (I) the actual thrift 
 investment percentage of such 
 association at the end of each 
 period described in the 
 following table, exceeds
 (II) the actual thrift 
 investment percentage of such 
 association on July 15, 1989,
 is equal to or greater than the 
 applicable percentage (as determined 
 under the following table) of the 
 amount by which 70 percent exceeds the 
 actual thrift investment percentage of 
 such association on such date of 
 enactment:

 For the following The applicable
 period: percentage is:
 July 1, 1991-September 30, 1992................. 25 percent
 October 1, 1992-March 31, 1994.................. 50 percent
 April 1, 1994-September 30, 1995................ 75 percent
 Thereafter...................................... 100 percent

 (C) For purposes of this paragraph, the 
 actual thrift investment percentage of an 
 association on July 15, 1989, shall be 
 determined by applying the definition of 
 ``actual thrift investment percentage'' that 
 takes effect on July 1, 1991.
 (n) Tying Restrictions.--A savings and loan holding company 
and any of its affiliates shall be subject to section 5(q) and 
regulations prescribed under such section, in connection with 
transactions involving the products or services of such company 
or affiliate and those of an affiliated savings association as 
if such company or affiliate were a savings association.
 (o) Mutual Holding Companies.--
 (1) In general.--A savings association operating in 
 mutual form may reorganize so as to become a holding 
 company by--
 (A) chartering an interim savings 
 association, the stock of which is to be wholly 
 owned, except as otherwise provided in this 
 section, by the mutual association; and
 (B) transferring the substantial part of its 
 assets and liabilities, including all of its 
 insured liabilities, to the interim savings 
 association.
 (2) Directors and certain account holders' approval 
 of plan required.--A reorganization is not authorized 
 under this subsection unless--
 (A) a plan providing for such reorganization 
 has been approved by a majority of the board of 
 directors of the mutual savings association; 
 and
 (B) in the case of an association in which 
 holders of accounts and obligors exercise 
 voting rights, such plan has been submitted to 
 and approved by a majority of such individuals 
 at a meeting held at the call of the directors 
 in accordance with the procedures prescribed by 
 the association's charter and bylaws.
 (3) Notice to the director; disapproval period.--
 (A) Notice required.--At least 60 days prior 
 to taking any action described in paragraph 
 (1), a savings association seeking to establish 
 a mutual holding company shall provide written 
 notice to the Board. The notice shall contain 
 such relevant information as the Board shall 
 require by regulation or by specific request in 
 connection with any particular notice.
 (B) Transaction allowed if not disapproved.--
 Unless the Board within such 60-day notice 
 period disapproves the proposed holding company 
 formation, or extends for another 30 days the 
 period during which such disapproval may be 
 issued, the savings association providing such 
 notice may proceed with the transaction, if the 
 requirements of paragraph (2) have been met.
 (C) Grounds for disapproval.--The Board may 
 disapprove any proposed holding company 
 formation only if--
 (i) such disapproval is necessary to 
 prevent unsafe or unsound practices;
 (ii) the financial or management 
 resources of the savings association 
 involved warrant disapproval;
 (iii) the savings association fails 
 to furnish the information required 
 under subparagraph (A); or
 (iv) the savings association fails to 
 comply with the requirement of 
 paragraph (2).
 (D) Retention of capital assets.--In 
 connection with the transaction described in 
 paragraph (1), a savings association may, 
 subject to the approval of the Board, retain 
 capital assets at the holding company level to 
 the extent that such capital exceeds the 
 association's capital requirement established 
 by the Board pursuant to subsections (s) and 
 (t) of section 5.
 (4) Ownership.--
 (A) In general.--Persons having ownership 
 rights in the mutual association pursuant to 
 section 5(b)(1)(B) of this Act or State law 
 shall have the same ownership rights with 
 respect to the mutual holding company.
 (B) Holders of certain accounts.--Holders of 
 savings, demand or other accounts of--
 (i) a savings association chartered 
 as part of a transaction described in 
 paragraph (1); or
 (ii) a mutual savings association 
 acquired pursuant to paragraph (5)(B),
 shall have the same ownership rights with 
 respect to the mutual holding company as 
 persons described in subparagraph (A) of this 
 paragraph.
 (5) Permitted activities.--A mutual holding company 
 may engage only in the following activities:
 (A) Investing in the stock of a savings 
 association.
 (B) Acquiring a mutual association through 
 the merger of such association into a savings 
 association subsidiary of such holding company 
 or an interim savings association subsidiary of 
 such holding company.
 (C) Subject to paragraph (6), merging with or 
 acquiring another holding company, one of whose 
 subsidiaries is a savings association.
 (D) Investing in a corporation the capital 
 stock of which is available for purchase by a 
 savings association under Federal law or under 
 the law of any State where the subsidiary 
 savings association or associations have their 
 home offices.
 (E) Engaging in the activities described in 
 subsection (c)(2) or (c)(9)(A)(ii).
 (6) Limitations on certain activities of acquired 
 holding companies.--
 (A) New activities.--If a mutual holding 
 company acquires or merges with another holding 
 company under paragraph (5)(C), the holding 
 company acquired or the holding company 
 resulting from such merger or acquisition may 
 only invest in assets and engage in activities 
 which are authorized under paragraph (5).
 (B) Grace period for divesting prohibited 
 assets or discontinuing prohibited 
 activities.--Not later than 2 years following a 
 merger or acquisition described in paragraph 
 (5)(C), the acquired holding company or the 
 holding company resulting from such merger or 
 acquisition shall--
 (i) dispose of any asset which is an 
 asset in which a mutual holding company 
 may not invest under paragraph (5); and
 (ii) cease any activity which is an 
 activity in which a mutual holding 
 company may not engage under paragraph 
 (5).
 (7) Regulation.--A mutual holding company shall be 
 chartered by the Board and shall be subject to such 
 regulations as the Board may prescribe. Unless the 
 context otherwise requires, a mutual holding company 
 shall be subject to the other requirements of this 
 section regarding regulation of holding companies.
 (8) Capital improvement.--
 (A) Pledge of stock of savings association 
 subsidiary.--This section shall not prohibit a 
 mutual holding company from pledging all or a 
 portion of the stock of a savings association 
 chartered as part of a transaction described in 
 paragraph (1) to raise capital for such savings 
 association.
 (B) Issuance of nonvoting shares.--This 
 section shall not prohibit a savings 
 association chartered as part of a transaction 
 described in paragraph (1) from issuing any 
 nonvoting shares or less than 50 percent of the 
 voting shares of such association to any person 
 other than the mutual holding company.
 (9) Insolvency and liquidation.--
 (A) In general.--Notwithstanding any 
 provision of law, upon--
 (i) the default of any savings 
 association--
 (I) the stock of which is 
 owned by any mutual holding 
 company; and
 (II) which was chartered in a 
 transaction described in 
 paragraph (1);
 (ii) the default of a mutual holding 
 company; or
 (iii) a foreclosure on a pledge by a 
 mutual holding company described in 
 paragraph (8)(A),
 a trustee shall be appointed receiver of such 
 mutual holding company and such trustee shall 
 have the authority to liquidate the assets of, 
 and satisfy the liabilities of, such mutual 
 holding company pursuant to title 11, United 
 States Code.
 (B) Distribution of net proceeds.--Except as 
 provided in subparagraph (C), the net proceeds 
 of any liquidation of any mutual holding 
 company pursuant to subparagraph (A) shall be 
 transferred to persons who hold ownership 
 interests in such mutual holding company.
 (C) Recovery by corporation.--If the 
 Corporation incurs a loss as a result of the 
 default of any savings association subsidiary 
 of a mutual holding company which is liquidated 
 pursuant to subparagraph (A), the Corporation 
 shall succeed to the ownership interests of the 
 depositors of such savings association in the 
 mutual holding company, to the extent of the 
 Corporation's loss.
 (10) Definitions.--For purposes of this subsection--
 (A) Mutual holding company.--The term 
 ``mutual holding company'' means a corporation 
 organized as a holding company under this 
 subsection.
 (B) Mutual association.--The term ``mutual 
 association'' means a savings association which 
 is operating in mutual form.
 (C) Default.--The term ``default'' means an 
 adjudication or other official determination of 
 a court of competent jurisdiction or other 
 public authority pursuant to which a 
 conservator, receiver, or other legal custodian 
 is appointed.
 (11) Dividends.--
 (A) Declaration of dividends.--
 (i) Advance notice required.--Each 
 subsidiary of a mutual holding company 
 that is a savings association shall 
 give the appropriate Federal banking 
 agency and the Board notice not later 
 than 30 days before the date of a 
 proposed declaration by the board of 
 directors of the savings association of 
 any dividend on the guaranty, 
 permanent, or other nonwithdrawable 
 stock of the savings association.
 (ii) Invalid dividends.--Any dividend 
 described in clause (i) that is 
 declared without giving notice to the 
 appropriate Federal banking agency and 
 the Board under clause (i), or that is 
 declared during the 30-day period 
 preceding the date of a proposed 
 declaration for which notice is given 
 to the appropriate Federal banking 
 agency and the Board under clause (i), 
 shall be invalid and shall confer no 
 rights or benefits upon the holder of 
 any such stock.
 (B) Waiver of dividends.--A mutual holding 
 company may waive the right to receive any 
 dividend declared by a subsidiary of the mutual 
 holding company, if--
 (i) no insider of the mutual holding 
 company, associate of an insider, or 
 tax-qualified or non-tax-qualified 
 employee stock benefit plan of the 
 mutual holding company holds any share 
 of the stock in the class of stock to 
 which the waiver would apply; or
 (ii) the mutual holding company gives 
 written notice to the Board of the 
 intent of the mutual holding company to 
 waive the right to receive dividends, 
 not later than 30 days before the date 
 of the proposed date of payment of the 
 dividend, and the Board does not object 
 to the waiver.
 (C) Resolution included in waiver notice.--A 
 notice of a waiver under subparagraph (B) shall 
 include a copy of the resolution of the board 
 of directors of the mutual holding company, in 
 such form and substance as the Board may 
 determine, together with any supporting 
 materials relied upon by the board of directors 
 of the mutual holding company, concluding that 
 the proposed dividend waiver is consistent with 
 the fiduciary duties of the board of directors 
 to the mutual members of the mutual holding 
 company.
 (D) Standards for waiver of dividend.--The 
 Board may not object to a waiver of dividends 
 under subparagraph (B) if--
 (i) the waiver would not be 
 detrimental to the safe and sound 
 operation of the savings association;
 (ii) the board of directors of the 
 mutual holding company expressly 
 determines that a waiver of the 
 dividend by the mutual holding company 
 is consistent with the fiduciary duties 
 of the board of directors to the mutual 
 members of the mutual holding company; 
 and
 (iii) the mutual holding company has, 
 prior to December 1, 2009--
 (I) reorganized into a mutual 
 holding company under 
 subsection (o);
 (II) issued minority stock 
 either from its mid-tier stock 
 holding company or its 
 subsidiary stock savings 
 association; and
 (III) waived dividends it had 
 a right to receive from the 
 subsidiary stock savings 
 association.
 (E) Valuation.--
 (i) In general.--The appropriate 
 Federal banking agency shall consider 
 waived dividends in determining an 
 appropriate exchange ratio in the event 
 of a full conversion to stock form.
 (ii) Exception.--In the case of a 
 savings association that has 
 reorganized into a mutual holding 
 company, has issued minority stock from 
 a mid-tier stock holding company or a 
 subsidiary stock savings association of 
 the mutual holding company, and has 
 waived dividends it had a right to 
 receive from a subsidiary savings 
 association before December 1, 2009, 
 the appropriate Federal banking agency 
 shall not consider waived dividends in 
 determining an appropriate exchange 
 ratio in the event of a full conversion 
 to stock form.
 (p) Holding Company Activities Constituting Serious Risk to 
Subsidiary Savings Association.--
 (1) Determination and imposition of restrictions.--If 
 the Board or the appropriate Federal banking agency for 
 the savings association determines that there is 
 reasonable cause to believe that the continuation by a 
 savings and loan holding company of any activity 
 constitutes a serious risk to the financial safety, 
 soundness, or stability of a savings and loan holding 
 company's subsidiary savings association, the Board may 
 impose such restrictions as the Board, in consultation 
 with the appropriate Federal banking agency for the 
 savings association determines to be necessary to 
 address such risk. Such restrictions shall be issued in 
 the form of a directive to the holding company and any 
 of its subsidiaries, limiting--
 (A) the payment of dividends by the savings 
 association;
 (B) transactions between the savings 
 association, the holding company, and the 
 subsidiaries or affiliates of either; and
 (C) any activities of the savings association 
 that might create a serious risk that the 
 liabilities of the holding company and its 
 other affiliates may be imposed on the savings 
 association.
 Such directive shall be effective as a cease and desist 
 order that has become final.
 (2) Review of directive.--
 (A) Administrative review.--After a directive 
 referred to in paragraph (1) is issued, the 
 savings and loan holding company, or any 
 subsidiary of such holding company subject to 
 the directive, may object and present in 
 writing its reasons why the directive should be 
 modified or rescinded. Unless within 10 days 
 after receipt of such response the Board 
 affirms, modifies, or rescinds the directive, 
 such directive shall automatically lapse.
 (B) Judicial review.--If the Board affirms or 
 modifies a directive pursuant to subparagraph 
 (A), any affected party may immediately 
 thereafter petition the United States district 
 court for the district in which the savings and 
 loan holding company has its main office or in 
 the United States District Court for the 
 District of Columbia to stay, modify, terminate 
 or set aside the directive. Upon a showing of 
 extraordinary cause, the savings and loan 
 holding company, or any subsidiary of such 
 holding company subject to a directive, may 
 petition a United States district court for 
 relief without first pursuing or exhausting the 
 administrative remedies set forth in this 
 paragraph.
 (q) Qualified Stock Issuance by Undercapitalized Savings 
Associations or Holding Companies.--
 (1) In general.--For purposes of this section, any 
 issue of shares of stock shall be treated as a 
 qualified stock issuance if the following conditions 
 are met:
 (A) The shares of stock are issued by--
 (i) an undercapitalized savings 
 association; or
 (ii) a savings and loan holding 
 company which is not a bank holding 
 company but which controls an 
 undercapitalized savings association 
 if, at the time of issuance, the 
 savings and loan holding company is 
 legally obligated to contribute the net 
 proceeds from the issuance of such 
 stock to the capital of an 
 undercapitalized savings association 
 subsidiary of such holding company.
 (B) All shares of stock issued consist of 
 previously unissued stock or treasury shares.
 (C) All shares of stock issued are purchased 
 by a savings and loan holding company that is 
 registered, as of the date of purchase, with 
 the Board in accordance with the provisions of 
 subsection (b)(1) of this section.
 (D) Subject to paragraph (2), the Board 
 approved the purchase of the shares of stock by 
 the acquiring savings and loan holding company.
 (E) The entire consideration for the stock 
 issued is paid in cash by the acquiring savings 
 and loan holding company.
 (F) At the time of the stock issuance, each 
 savings association subsidiary of the acquiring 
 savings and loan holding company (other than an 
 association acquired in a transaction pursuant 
 to subsection (c) or (k) of section 13 of the 
 Federal Deposit Insurance Act or section 408(m) 
 of the National Housing Act) has capital (after 
 deducting any subordinated debt, intangible 
 assets, and deferred, unamortized gains or 
 losses) of not less than 6\1/2\ percent of the 
 total assets of such savings association.
 (G) Immediately after the stock issuance, the 
 acquiring savings and loan holding company 
 holds not more than 15 percent of the 
 outstanding voting stock of the issuing 
 undercapitalized savings association or savings 
 and loan holding company.
 (H) Not more than one of the directors of the 
 issuing association or company is an officer, 
 director, employee, or other representative of 
 the acquiring company or any of its affiliates.
 (I) Transactions between the savings 
 association or savings and loan holding company 
 that issues the shares pursuant to this section 
 and the acquiring company and any of its 
 affiliates shall be subject to the provisions 
 of section 11.
 (2) Approval of acquisitions.--
 (A) Additional capital commitments not 
 required.--The Board shall not disapprove any 
 application for the purchase of stock in 
 connection with a qualified stock issuance on 
 the grounds that the acquiring savings and loan 
 holding company has failed to undertake to make 
 subsequent additional capital contributions to 
 maintain the capital of the undercapitalized 
 savings association at or above the minimum 
 level required by the Board or any other 
 Federal agency having jurisdiction.
 (B) Other conditions.--Notwithstanding 
 subsection (a)(4), the Board may impose such 
 conditions on any approval of an application 
 for the purchase of stock in connection with a 
 qualified stock issuance as the Board 
 determines to be appropriate, including--
 (i) a requirement that any savings 
 association subsidiary of the acquiring 
 savings and loan holding company limit 
 dividends paid to such holding company 
 for such period of time as the Board 
 may require; and
 (ii) such other conditions as the 
 Board deems necessary or appropriate to 
 prevent evasions of this section.
 (C) Application deemed approved if not 
 disapproved within 90 days.--An application for 
 approval of a purchase of stock in connection 
 with a qualified stock issuance shall be deemed 
 to have been approved by the Board if such 
 application has not been disapproved by the 
 Board before the end of the 90-day period 
 beginning on the date such application has been 
 deemed sufficient under regulations issued by 
 the Board.
 (3) No limitation on class of stock issued.--The 
 shares of stock issued in connection with a qualified 
 stock issuance may be shares of any class.
 (4) Undercapitalized savings association defined.--
 For purposes of this subsection, the term 
 ``undercapitalized savings association'' means any 
 savings association--
 (A) the assets of which exceed the 
 liabilities of such association; and
 (B) which does not comply with one or more of 
 the capital standards in effect under section 
 5(t).
 (r) Penalty for Failure To Provide Timely and Accurate 
Reports.--
 (1) First tier.--Any savings and loan holding 
 company, and any subsidiary of such holding company, 
 which--
 (A) maintains procedures reasonably adapted 
 to avoid any inadvertent and unintentional 
 error and, as a result of such an error--
 (i) fails to submit or publish any 
 report or information required under 
 this section or regulations prescribed 
 by the Board or appropriate Federal 
 banking agency, within the period of 
 time specified by the Board or 
 appropriate Federal banking agency; or
 (ii) submits or publishes any false 
 or misleading report or information; or
 (B) inadvertently transmits or publishes any 
 report which is minimally late,
 shall be subject to a penalty of not more than $2,000 
 for each day during which such failure continues or 
 such false or misleading information is not corrected. 
 Such holding company or subsidiary shall have the 
 burden of proving by a preponderence of the evidence 
 that an error was inadvertent and unintentional and 
 that a report was inadvertently transmitted or 
 published late.
 (2) Second tier.--Any savings and loan holding 
 company, and any subsidiary of such holding company, 
 which--
 (A) fails to submit or publish any report or 
 information required under this section or 
 under regulations prescribed by the Board or 
 appropriate Federal banking agency, within the 
 period of time specified by the Board or 
 appropriate Federal banking agency; or
 (B) submits or publishes any false or 
 misleading report or information,
 in a manner not described in paragraph (1) shall be 
 subject to a penalty of not more than $20,000 for each 
 day during which such failure continues or such false 
 or misleading information is not corrected.
 (3) Third tier.--If any savings and loan holding 
 company or any subsidiary of such a holding company 
 knowingly or with reckless disregard for the accuracy 
 of any information or report described in paragraph (2) 
 submits or publishes any false or misleading report or 
 information, the Board or appropriate Federal banking 
 agency may assess a penalty of not more than $1,000,000 
 or 1 percent of total assets of such company or 
 subsidiary, whichever is less, per day for each day 
 during which such failure continues or such false or 
 misleading information is not corrected.
 (4) Assessment.--Any penalty imposed under paragraph 
 (1), (2), or (3) shall be assessed and collected by the 
 Board or appropriate Federal banking agency in the 
 manner provided in subparagraphs (E), (F), (G), and (I) 
 of section 8(i)(2) of the Federal Deposit Insurance Act 
 (for penalties imposed under such section) and any such 
 assessment (including the determination of the amount 
 of the penalty) shall be subject to the provisions of 
 such subsection.
 (5) Hearing.--Any savings and loan holding company or 
 any subsidiary of such a holding company against which 
 any penalty is assessed under this subsection shall be 
 afforded a hearing if such savings and loan holding 
 company or such subsidiary, as the case may be, submits 
 a request for such hearing within 20 days after the 
 issuance of the notice of assessment. Section 8(h) of 
 the Federal Deposit Insurance Act shall apply to any 
 proceeding under this subsection.
 (s) Mergers, Consolidations, and Other Acquisitions 
Authorized.--
 (1) In general.--Subject