[Congressional Bills 110th Congress]
[From the U.S. Government Publishing Office]
[H.R. 6521 Introduced in House (IH)]







110th CONGRESS
  2d Session
                                H. R. 6521

    To reform the regulation of certain housing-related Government-
                         sponsored enterprises.


_______________________________________________________________________


                    IN THE HOUSE OF REPRESENTATIVES

                             July 16, 2008

Mr. Garrett of New Jersey (for himself, Mr. McHenry, Mr. McCotter, Mr. 
 Price of Georgia, Mr. Royce, Mr. Hensarling, Mr. Bachus, Mr. Feeney, 
Mr. Barrett of South Carolina, Mrs. Bachmann, Mr. Lucas, and Mr. Jones 
of North Carolina) introduced the following bill; which was referred to 
 the Committee on Financial Services, and in addition to the Committee 
 on Ways and Means, for a period to be subsequently determined by the 
  Speaker, in each case for consideration of such provisions as fall 
           within the jurisdiction of the committee concerned

_______________________________________________________________________

                                 A BILL


 
    To reform the regulation of certain housing-related Government-
                         sponsored enterprises.

    Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled,

SECTION 1. SHORT TITLE AND TABLE OF CONTENTS.

    (a) Short Title.--This Act may be cited as the ``Federal Housing 
Finance Regulatory Reform Act of 2008''.
    (b) Table of Contents.--The table of contents for this Act is as 
follows:

Sec. 1. Short title and table of contents.
Sec. 2. Definitions.
              TITLE I--REFORM OF REGULATION OF ENTERPRISES

      Subtitle A--Improvement of Safety and Soundness Supervision

Sec. 101. Establishment of the Federal Housing Finance Agency.
Sec. 102. Duties and authorities of the Director.
Sec. 103. Federal Housing Finance Oversight Board.
Sec. 104. Authority to require reports by regulated entities.
Sec. 105. Examiners and accountants; authority to contract for reviews 
                            of regulated entities; ombudsman.
Sec. 106. Assessments.
Sec. 107. Regulations and orders.
Sec. 108. Prudential management and operations standards.
Sec. 109. Review of and authority over enterprise assets and 
                            liabilities.
Sec. 110. Risk-based capital requirements.
Sec. 111. Minimum capital levels.
Sec. 112. Registration under the securities laws.
Sec. 113. Prohibition and withholding of executive compensation.
Sec. 114. Limit on golden parachutes.
Sec. 115. Reporting of fraudulent loans.
             Subtitle B--Improvement of Mission Supervision

Sec. 121. Transfer of program approval and housing goal oversight.
Sec. 122. Assumption by the Director of certain other HUD 
                            responsibilities.
Sec. 123. Review of enterprise products.
Sec. 124. Conforming loan limits.
Sec. 125. Annual housing report.
Sec. 126. Public use database.
Sec. 127. Reporting of mortgage data.
Sec. 128. Revision of housing goals.
Sec. 129. Duty to serve underserved markets.
Sec. 130. Monitoring and enforcing compliance with housing goals.
Sec. 131. Transfer and rights of certain HUD employees.
                  Subtitle C--Prompt Corrective Action

Sec. 141. Critical capital levels.
Sec. 142. Capital classifications.
Sec. 143. Supervisory actions applicable to undercapitalized regulated 
                            entities.
Sec. 144. Supervisory actions applicable to significantly 
                            undercapitalized regulated entities.
Sec. 145. Authority over critically undercapitalized regulated 
                            entities.
                    Subtitle D--Enforcement Actions

Sec. 151. Cease and desist proceedings.
Sec. 152. Temporary cease and desist proceedings.
Sec. 153. Removal and prohibition authority.
Sec. 154. Enforcement and jurisdiction.
Sec. 155. Civil money penalties.
Sec. 156. Criminal penalty.
Sec. 157. Notice after separation from service.
Sec. 158. Subpoena authority.
                     Subtitle E--General Provisions

Sec. 161. Conforming and technical amendments.
Sec. 162. Presidentially-appointed directors of enterprises.
Sec. 163. Effective date.
                   TITLE II--FEDERAL HOME LOAN BANKS

Sec. 201. Recognition of distinctions between the enterprises and the 
                            Federal Home Loan Banks.
Sec. 202. Directors.
Sec. 203. Definitions.
Sec. 204. Agency oversight of Federal Home Loan Banks.
Sec. 205. Housing goals.
Sec. 206. Community development financial institutions.
Sec. 207. Sharing of information among Federal Home Loan Banks.
Sec. 208. Exclusion from certain requirements.
Sec. 209. Voluntary mergers.
Sec. 210. Authority to reduce districts.
Sec. 211. Community financial institution members.
Sec. 212. Public use data base; reports to Congress.
Sec. 213. Semiannual reports.
Sec. 214. Liquidation or reorganization of a Federal Home Loan Bank.
Sec. 215. Study and report to Congress on securitization of acquired 
                            member assets.
Sec. 216. Technical and conforming amendments.
Sec. 217. Study on Federal Home Loan Bank advances.
Sec. 218. Federal Home Loan Bank refinancing authority for certain 
                            residential mortgage loans.
TITLE III--TRANSFER OF FUNCTIONS, PERSONNEL, AND PROPERTY OF OFHEO AND 
                   THE FEDERAL HOUSING FINANCE BOARD

                           Subtitle A--OFHEO

Sec. 301. Abolishment of OFHEO.
Sec. 302. Continuation and coordination of certain actions.
Sec. 303. Transfer and rights of employees of OFHEO.
Sec. 304. Transfer of property and facilities.
               Subtitle B--Federal Housing Finance Board

Sec. 311. Abolishment of the Federal Housing Finance Board.
Sec. 312. Continuation and coordination of certain actions.
Sec. 313. Transfer and rights of employees of the Federal Housing 
                            Finance Board.
Sec. 314. Transfer of property and facilities.

SEC. 2. DEFINITIONS.

    (a) Federal Safety and Soundness Act Definitions.--Section 1303 of 
the Federal Housing Enterprises Financial Safety and Soundness Act of 
1992 (12 U.S.C. 4502) is amended--
            (1) in each of paragraphs (8), (9), (10), and (19), by 
        striking ``Secretary'' each place that term appears and 
        inserting ``Director'';
            (2) by redesignating paragraphs (16) through (19) as 
        paragraphs (21) through (24), respectively;
            (3) by striking paragraphs (13) through (15) and inserting 
        the following:
            ``(19) Office of finance.--The term `Office of Finance' 
        means the Office of Finance of the Federal Home Loan Bank 
        System (or any successor thereto).
            ``(20) Regulated entity.--The term `regulated entity' 
        means--
                    ``(A) the Federal National Mortgage Association and 
                any affiliate thereof;
                    ``(B) the Federal Home Loan Mortgage Corporation 
                and any affiliate thereof; and
                    ``(C) any Federal Home Loan Bank.'';
            (4) by redesignating paragraphs (11) and (12) as paragraphs 
        (17) and (18), respectively;
            (5) by redesignating paragraph (7) as paragraph (12);
            (6) by redesignating paragraphs (8) through (10) as 
        paragraphs (14) through (16), respectively;
            (7) in paragraph (5)--
                    (A) by striking ``(5)'' and inserting ``(9)''; and
                    (B) by striking ``Office of Federal Housing 
                Enterprise Oversight of the Department of Housing and 
                Urban Development'' and inserting ``Federal Housing 
                Finance Agency'';
            (8) by redesignating paragraph (6) as paragraph (10);
            (9) by redesignating paragraphs (2) through (4) as 
        paragraphs (5) through (7), respectively;
            (10) by inserting after paragraph (7), as redesignated, the 
        following:
            ``(8) Default; in danger of default.--
                    ``(A) Default.--The term `default' means, with 
                respect to a regulated entity, any adjudication or 
                other official determination by any court of competent 
                jurisdiction, or the Agency, pursuant to which a 
                conservator, receiver, limited-life regulated entity, 
                or legal custodian is appointed for a regulated entity.
                    ``(B) In danger of default.--The term `in danger of 
                default' means a regulated entity with respect to 
                which, in the opinion of the Agency--
                            ``(i) the regulated entity is not likely to 
                        be able to pay the obligations of the regulated 
                        entity in the normal course of business; or
                            ``(ii) the regulated entity--
                                    ``(I) has incurred or is likely to 
                                incur losses that will deplete all or 
                                substantially all of its capital; and
                                    ``(II) there is no reasonable 
                                prospect that the capital of the 
                                regulated entity will be 
                                replenished.'';
            (11) by inserting after paragraph (1) the following:
            ``(2) Agency.--The term `Agency' means the Federal Housing 
        Finance Agency established under section 1311.
            ``(3) Authorizing statutes.--The term `authorizing 
        statutes' means--
                    ``(A) the Federal National Mortgage Association 
                Charter Act;
                    ``(B) the Federal Home Loan Mortgage Corporation 
                Act; and
                    ``(C) the Federal Home Loan Bank Act.
            ``(4) Board.--The term `Board' means the Federal Housing 
        Finance Oversight Board established under section 1313A.'';
            (12) by inserting after paragraph (10), as redesignated by 
        this section, the following:
            ``(11) Entity-affiliated party.--The term `entity-
        affiliated party' means--
                    ``(A) any director, officer, employee, or 
                controlling stockholder of, or agent for, a regulated 
                entity;
                    ``(B) any shareholder, affiliate, consultant, or 
                joint venture partner of a regulated entity, and any 
                other person, as determined by the Director (by 
                regulation or on a case-by-case basis) that 
                participates in the conduct of the affairs of a 
                regulated entity, provided that a member of a Federal 
                Home Loan Bank shall not be deemed to have participated 
                in the affairs of that Bank solely by virtue of being a 
                shareholder of, and obtaining advances from, that Bank;
                    ``(C) any independent contractor for a regulated 
                entity (including any attorney, appraiser, or 
                accountant), if--
                            ``(i) the independent contractor knowingly 
                        or recklessly participates in--
                                    ``(I) any violation of any law or 
                                regulation;
                                    ``(II) any breach of fiduciary 
                                duty; or
                                    ``(III) any unsafe or unsound 
                                practice; and
                            ``(ii) such violation, breach, or practice 
                        caused, or is likely to cause, more than a 
                        minimal financial loss to, or a significant 
                        adverse effect on, the regulated entity;
                    ``(D) any not-for-profit corporation that receives 
                its principal funding, on an ongoing basis, from any 
                regulated entity; and
                    ``(E) the Office of Finance.'';
            (13) by inserting after paragraph (12), as redesignated by 
        this section, the following:
            ``(13) Limited-life regulated entity.--The term `limited-
        life regulated entity' means an entity established by the 
        Agency under section 1367(i) with respect to a Federal Home 
        Loan Bank in default or in danger of default or with respect to 
        an enterprise in default or in danger of default.''; and
            (14) by adding at the end the following:
            ``(25) Violation.--The term `violation' includes any action 
        (alone or in combination with another or others) for or toward 
        causing, bringing about, participating in, counseling, or 
        aiding or abetting a violation.''.
    (b) References in This Act.--As used in this Act, unless otherwise 
specified--
            (1) the term ``Agency'' means the Federal Housing Finance 
        Agency;
            (2) the term ``Director'' means the Director of the Agency; 
        and
            (3) the terms ``enterprise'', ``regulated entity'', and 
        ``authorizing statutes'' have the same meanings as in section 
        1303 of the Federal Housing Enterprises Financial Safety and 
        Soundness Act of 1992, as amended by this Act.

              TITLE I--REFORM OF REGULATION OF ENTERPRISES

      Subtitle A--Improvement of Safety and Soundness Supervision

SEC. 101. ESTABLISHMENT OF THE FEDERAL HOUSING FINANCE AGENCY.

    The Federal Housing Enterprises Financial Safety and Soundness Act 
of 1992 (12 U.S.C. 4501 et seq.) is amended by striking sections 1311 
and 1312 and inserting the following:

``SEC. 1311. ESTABLISHMENT OF THE FEDERAL HOUSING FINANCE AGENCY.

    ``(a) Establishment.--There is established the Federal Housing 
Finance Agency, which shall be an independent agency of the Federal 
Government.
    ``(b) General Supervisory and Regulatory Authority.--
            ``(1) In general.--Each regulated entity shall, to the 
        extent provided in this title, be subject to the supervision 
        and regulation of the Agency.
            ``(2) Authority over fannie mae, freddie mac, the federal 
        home loan banks, and the office of finance.--The Director shall 
        have general regulatory authority over each regulated entity 
        and the Office of Finance, and shall exercise such general 
        regulatory authority, including such duties and authorities set 
        forth under section 1313, to ensure that the purposes of this 
        Act, the authorizing statutes, and any other applicable law are 
        carried out.
    ``(c) Savings Provision.--The authority of the Director to take 
actions under subtitles B and C shall not in any way limit the general 
supervisory and regulatory authority granted to the Director under 
subsection (b).

``SEC. 1312. DIRECTOR.

    ``(a) Establishment of Position.--There is established the position 
of the Director of the Agency, who shall be the head of the Agency.
    ``(b) Appointment; Term.--
            ``(1) Appointment.--The Director shall be appointed by the 
        President, by and with the advice and consent of the Senate, 
        from among individuals who are citizens of the United States, 
        have a demonstrated understanding of financial management or 
        oversight, and have a demonstrated understanding of capital 
        markets, including the mortgage securities markets and housing 
        finance.
            ``(2) Term.--The Director shall be appointed for a term of 
        5 years, unless removed before the end of such term for cause 
        by the President.
            ``(3) Vacancy.--A vacancy in the position of Director that 
        occurs before the expiration of the term for which a Director 
        was appointed shall be filled in the manner established under 
        paragraph (1), and the Director appointed to fill such vacancy 
        shall be appointed only for the remainder of such term.
            ``(4) Service after end of term.--An individual may serve 
        as the Director after the expiration of the term for which 
        appointed until a successor has been appointed.
            ``(5) Transitional provision.--Notwithstanding paragraphs 
        (1) and (2), during the period beginning on the effective date 
        of the Federal Housing Finance Regulatory Reform Act of 2008, 
        and ending on the date on which the Director is appointed and 
        confirmed, the person serving as the Director of the Office of 
        Federal Housing Enterprise Oversight of the Department of 
        Housing and Urban Development on that effective date shall act 
        for all purposes as, and with the full powers of, the Director.
    ``(c) Deputy Director of the Division of Enterprise Regulation.--
            ``(1) In general.--The Agency shall have a Deputy Director 
        of the Division of Enterprise Regulation, who shall be 
        designated by the Director from among individuals who are 
        citizens of the United States, have a demonstrated 
        understanding of financial management or oversight, and have a 
        demonstrated understanding of mortgage securities markets and 
        housing finance.
            ``(2) Functions.--The Deputy Director of the Division of 
        Enterprise Regulation shall have such functions, powers, and 
        duties with respect to the oversight of the enterprises as the 
        Director shall prescribe.
    ``(d) Deputy Director of the Division of Federal Home Loan Bank 
Regulation.--
            ``(1) In general.--The Agency shall have a Deputy Director 
        of the Division of Federal Home Loan Bank Regulation, who shall 
        be designated by the Director from among individuals who are 
        citizens of the United States, have a demonstrated 
        understanding of financial management or oversight, and have a 
        demonstrated understanding of the Federal Home Loan Bank System 
        and housing finance.
            ``(2) Functions.--The Deputy Director of the Division of 
        Federal Home Loan Bank Regulation shall have such functions, 
        powers, and duties with respect to the oversight of the Federal 
        Home Loan Banks as the Director shall prescribe.
    ``(e) Deputy Director for Housing Mission and Goals.--
            ``(1) In general.--The Agency shall have a Deputy Director 
        for Housing Mission and Goals, who shall be designated by the 
        Director from among individuals who are citizens of the United 
        States, and have a demonstrated understanding of the housing 
        markets and housing finance.
            ``(2) Functions.--The Deputy Director for Housing Mission 
        and Goals shall have such functions, powers, and duties with 
        respect to the oversight of the housing mission and goals of 
        the enterprises, and with respect to oversight of the housing 
        finance and community and economic development mission of the 
        Federal Home Loan Banks, as the Director shall prescribe.
            ``(3) Considerations.--In exercising such functions, 
        powers, and duties, the Deputy Director for Housing Mission and 
        Goals shall consider the differences between the enterprises 
        and the Federal Home Loan Banks, including those described in 
        section 1313(f).
    ``(f) Acting Director.--In the event of the death, resignation, 
sickness, or absence of the Director, the President shall designate 
either the Deputy Director of the Division of Enterprise Regulation, 
the Deputy Director of the Division of Federal Home Loan Bank 
Regulation, or the Deputy Director for Housing Mission and Goals, to 
serve as acting Director until the return of the Director, or the 
appointment of a successor pursuant to subsection (b).
    ``(g) Limitations.--The Director and each of the Deputy Directors 
may not--
            ``(1) have any direct or indirect financial interest in any 
        regulated entity or entity-affiliated party;
            ``(2) hold any office, position, or employment in any 
        regulated entity or entity-affiliated party; or
            ``(3) have served as an executive officer or director of 
        any regulated entity or entity-affiliated party at any time 
        during the 3-year period preceding the date of appointment or 
        designation of such individual as Director or Deputy Director, 
        as applicable.''.

SEC. 102. DUTIES AND AUTHORITIES OF THE DIRECTOR.

    (a) In General.--Section 1313 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4513) is amended 
to read as follows:

``SEC. 1313. DUTIES AND AUTHORITIES OF DIRECTOR.

    ``(a) Duties.--
            ``(1) Principal duties.--The principal duties of the 
        Director shall be--
                    ``(A) to oversee the prudential operations of each 
                regulated entity; and
                    ``(B) to ensure that--
                            ``(i) each regulated entity operates in a 
                        safe and sound manner, including maintenance of 
                        adequate capital and internal controls;
                            ``(ii) the operations and activities of 
                        each regulated entity foster liquid, efficient, 
                        competitive, and resilient national housing 
                        finance markets (including activities relating 
                        to mortgages on housing for low- and moderate-
                        income families involving a reasonable economic 
                        return that may be less than the return earned 
                        on other activities);
                            ``(iii) each regulated entity complies with 
                        this title and the rules, regulations, 
                        guidelines, and orders issued under this title 
                        and the authorizing statutes;
                            ``(iv) each regulated entity carries out 
                        its statutory mission only through activities 
                        that are authorized under and consistent with 
                        this title and the authorizing statutes; and
                            ``(v) the activities of each regulated 
                        entity and the manner in which such regulated 
                        entity is operated are consistent with the 
                        public interest.
            ``(2) Scope of authority.--The authority of the Director 
        shall include the authority--
                    ``(A) to review and, if warranted based on the 
                principal duties described in paragraph (1), reject any 
                acquisition or transfer of a controlling interest in a 
                regulated entity; and
                    ``(B) to exercise such incidental powers as may be 
                necessary or appropriate to fulfill the duties and 
                responsibilities of the Director in the supervision and 
                regulation of each regulated entity.
    ``(b) Delegation of Authority.--The Director may delegate to 
officers and employees of the Agency any of the functions, powers, or 
duties of the Director, as the Director considers appropriate.
    ``(c) Litigation Authority.--
            ``(1) In general.--In enforcing any provision of this 
        title, any regulation or order prescribed under this title, or 
        any other provision of law, rule, regulation, or order, or in 
        any other action, suit, or proceeding to which the Director is 
        a party or in which the Director is interested, and in the 
        administration of conservatorships and receiverships, the 
        Director may act in the Director's own name and through the 
        Director's own attorneys.
            ``(2) Subject to suit.--Except as otherwise provided by 
        law, the Director shall be subject to suit (other than suits on 
        claims for money damages) by a regulated entity with respect to 
        any matter under this title or any other applicable provision 
        of law, rule, order, or regulation under this title, in the 
        United States district court for the judicial district in which 
        the regulated entity has its principal place of business, or in 
        the United States District Court for the District of Columbia, 
        and the Director may be served with process in the manner 
        prescribed by the Federal Rules of Civil Procedure.''.
    (b) Independence in Congressional Testimony and Recommendations.--
Section 111 of Public Law 93-495 (12 U.S.C. 250) is amended by striking 
``the Federal Housing Finance Board'' and inserting ``the Director of 
the Federal Housing Finance Agency''.

SEC. 103. FEDERAL HOUSING FINANCE OVERSIGHT BOARD.

    (a) In General.--The Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4501 et seq.) is amended by 
inserting after section 1313 the following:

``SEC. 1313A. FEDERAL HOUSING FINANCE OVERSIGHT BOARD.

    ``(a) In General.--There is established the Federal Housing Finance 
Oversight Board, which shall advise the Director with respect to 
overall strategies and policies in carrying out the duties of the 
Director under this title.
    ``(b) Limitations.--The Board may not exercise any executive 
authority, and the Director may not delegate to the Board any of the 
functions, powers, or duties of the Director.
    ``(c) Composition.--The Board shall be comprised of 4 members, of 
whom--
            ``(1) 1 member shall be the Secretary of the Treasury;
            ``(2) 1 member shall be the Secretary of Housing and Urban 
        Development;
            ``(3) 1 member shall be the Chairman of the Securities and 
        Exchange Commission; and
            ``(4) 1 member shall be the Director, who shall serve as 
        the Chairperson of the Board.
    ``(d) Meetings.--
            ``(1) In general.--The Board shall meet upon notice by the 
        Director, but in no event shall the Board meet less frequently 
        than once every 3 months.
            ``(2) Special meetings.--Either the Secretary of the 
        Treasury, the Secretary of Housing and Urban Development, or 
        the Chairman of the Securities and Exchange Commission may, 
        upon giving written notice to the Director, require a special 
        meeting of the Board.
    ``(e) Testimony.--On an annual basis, the Board shall testify 
before Congress regarding--
            ``(1) the safety and soundness of the regulated entities;
            ``(2) any material deficiencies in the conduct of the 
        operations of the regulated entities;
            ``(3) the overall operational status of the regulated 
        entities;
            ``(4) an evaluation of the performance of the regulated 
        entities in carrying out their respective missions;
            ``(5) operations, resources, and performance of the Agency; 
        and
            ``(6) such other matters relating to the Agency and its 
        fulfillment of its mission, as the Board determines 
        appropriate.''.
    (b) Annual Report of the Director.--Section 1319B(a) of the Federal 
Housing Enterprises Financial Safety and Soundness Act of 1992 (12 
U.S.C. 4521(a)) is amended--
            (1) by striking ``enterprise'' each place that term appears 
        and inserting ``regulated entity'';
            (2) by striking ``enterprises'' each place that term 
        appears and inserting ``regulated entities'';
            (3) in paragraph (3), by striking ``; and'' and inserting a 
        semicolon;
            (4) in paragraph (4), by striking ``1994.'' and inserting 
        ``1994; and''; and
            (5) by adding at the end the following:
            ``(5) the assessment of the Board or any of its members 
        with respect to--
                    ``(A) the safety and soundness of the regulated 
                entities;
                    ``(B) any material deficiencies in the conduct of 
                the operations of the regulated entities;
                    ``(C) the overall operational status of the 
                regulated entities; and
                    ``(D) an evaluation of the performance of the 
                regulated entities in carrying out their respective 
                missions;
            ``(6) operations, resources, and performance of the Agency; 
        and
            ``(7) such other matters relating to the Agency and the 
        fulfillment of its mission.''.

SEC. 104. AUTHORITY TO REQUIRE REPORTS BY REGULATED ENTITIES.

    (a) In General.--Section 1314 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4514) is 
amended--
            (1) in the section heading, by striking ``enterprises'' and 
        inserting ``regulated entities'';
            (2) by striking ``an enterprise'' each place that term 
        appears and inserting ``a regulated entity'';
            (3) by striking ``the enterprise'' and inserting ``the 
        regulated entity'';
            (4) in subsection (a)--
                    (A) by striking the subsection heading and all that 
                follows through ``and operations'' in paragraph (1) and 
                inserting the following:
    ``(a) Regular and Special Reports.--
            ``(1) Regular reports.--The Director may require, by 
        general or specific orders, a regulated entity to submit 
        regular reports, including financial statements determined on a 
        fair value basis, on the condition (including financial 
        condition), management, activities, or operations of the 
        regulated entity, as the Director considers appropriate''; and
                    (B) in paragraph (2)--
                            (i) by inserting ``, by general or specific 
                        orders,'' after ``may also require''; and
                            (ii) by striking ``whenever'' and inserting 
                        ``on any of the topics specified in paragraph 
                        (1) or any other relevant topics, if''; and
            (5) by adding at the end the following:
    ``(c) Penalties for Failure To Make Reports.--
            ``(1) Violations.--It shall be a violation of this section 
        for any regulated entity--
                    ``(A) to fail to make, transmit, or publish any 
                report or obtain any information required by the 
                Director under this section, section 309(k) of the 
                Federal National Mortgage Association Charter Act, 
                section 307(c) of the Federal Home Loan Mortgage 
                Corporation Act, or section 20 of the Federal Home Loan 
                Bank Act, within the period of time specified in such 
                provision of law or otherwise by the Director; or
                    ``(B) to submit or publish any false or misleading 
                report or information under this section.
            ``(2) Penalties.--
                    ``(A) First tier.--
                            ``(i) In general.--A violation described in 
                        paragraph (1) shall be subject to a penalty of 
                        not more than $2,000 for each day during which 
                        such violation continues, in any case in 
                        which--
                                    ``(I) the subject regulated entity 
                                maintains procedures reasonably adapted 
                                to avoid any inadvertent error and the 
                                violation was unintentional and a 
                                result of such an error; or
                                    ``(II) the violation was an 
                                inadvertent transmittal or publication 
                                of any report which was minimally late.
                            ``(ii) Burden of proof.--For purposes of 
                        this subparagraph, the regulated entity shall 
                        have the burden of proving that the error was 
                        inadvertent or that a report was inadvertently 
                        transmitted or published late.
                    ``(B) Second tier.--A violation described in 
                paragraph (1) shall be subject to a penalty of not more 
                than $20,000 for each day during which such violation 
                continues or such false or misleading information is 
                not corrected, in any case that is not addressed in 
                subparagraph (A) or (C).
                    ``(C) Third tier.--A violation described in 
                paragraph (1) shall be subject to a penalty of not more 
                than $1,000,000 per day for each day during which such 
                violation continues or such false or misleading 
                information is not corrected, in any case in which the 
                subject regulated entity committed such violation 
                knowingly or with reckless disregard for the accuracy 
                of any such information or report.
            ``(3) Assessments.--Any penalty imposed under this 
        subsection shall be in lieu of a penalty under section 1376, 
        but shall be assessed and collected by the Director in the 
        manner provided in section 1376 for penalties imposed under 
        that section, and any such assessment (including the 
        determination of the amount of the penalty) shall be otherwise 
        subject to the provisions of section 1376.
            ``(4) Hearing.--A regulated entity against which a penalty 
        is assessed under this section shall be afforded an agency 
        hearing if the regulated entity submits a request for a hearing 
        not later than 20 days after the date of the issuance of the 
        notice of assessment. Section 1374 shall apply to any such 
        proceedings.''.
    (b) Conforming Amendment.--The Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4501 et seq.) is 
amended by striking sections 1327 and 1328.

SEC. 105. EXAMINERS AND ACCOUNTANTS; AUTHORITY TO CONTRACT FOR REVIEWS 
              OF REGULATED ENTITIES; OMBUDSMAN.

    (a) In General.--Section 1317 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4517) is 
amended--
            (1) in subsection (a), by striking ``enterprise'' each 
        place that term appears and inserting ``regulated entity'';
            (2) in subsection (b)--
                    (A) by inserting ``of a regulated entity'' after 
                ``under this section''; and
                    (B) by striking ``to determine the condition of an 
                enterprise for the purpose of ensuring its financial 
                safety and soundness'' and inserting ``or 
                appropriate'';
            (3) in subsection (c), in the second sentence, by inserting 
        before the period ``to conduct examinations under this 
        section'';
            (4) by redesignating subsections (d) through (f) as 
        subsections (e) through (g), respectively; and
            (5) by inserting after subsection (c) the following:
    ``(d) Inspector General.--There shall be within the Agency an 
Inspector General, who shall be appointed in accordance with section 
3(a) of the Inspector General Act of 1978.''.
    (b) Direct Hire Authority To Hire Accountants, Economists, and 
Examiners.--Section 1317 of the Federal Housing Enterprises Financial 
Safety and Soundness Act of 1992 (12 U.S.C. 4517) is amended by adding 
at the end the following:
    ``(h) Appointment of Accountants, Economists, and Examiners.--
            ``(1) Applicability.--This section shall apply with respect 
        to any position of examiner, accountant, economist, and 
        specialist in financial markets and in technology at the 
        Agency, with respect to supervision and regulation of the 
        regulated entities, that is in the competitive service.
            ``(2) Appointment authority.--The Director may appoint 
        candidates to any position described in paragraph (1)--
                    ``(A) in accordance with the statutes, rules, and 
                regulations governing appointments in the excepted 
                service; and
                    ``(B) notwithstanding any statutes, rules, and 
                regulations governing appointments in the competitive 
                service.''.
    (c) Amendments to Inspector General Act.--Section 11 of the 
Inspector General Act of 1978 (5 U.S.C. App.) is amended--
            (1) in paragraph (1), by inserting ``; the Director of the 
        Federal Housing Finance Agency'' after ``Social Security 
        Administration''; and
            (2) in paragraph (2), by inserting ``, the Federal Housing 
        Finance Agency'' after ``Social Security Administration''.
    (d) Authority To Contract for Reviews of Regulated Entities.--
Section 1319 of the Federal Housing Enterprises Financial Safety and 
Soundness Act of 1992 (12 U.S.C. 4519) is amended--
            (1) in the section heading, by striking ``enterprises by 
        rating organization'' and inserting ``regulated entities''; and
            (2) by striking ``enterprises'' and inserting ``regulated 
        entities''.
    (e) Office of the Ombudsman.--Section 1317 of the Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 (12 U.S.C. 4517) 
is amended by adding at the end the following:
    ``(i) Ombudsman.--The Director shall establish, by regulation, an 
Office of the Ombudsman within the Agency, which shall be responsible 
for considering complaints and appeals, from any regulated entity and 
any person that has a business relationship with a regulated entity, 
regarding any matter relating to the regulation and supervision of such 
regulated entity by the Agency. The regulation issued by the Director 
under this subsection shall specify the authority and duties of the 
Office of the Ombudsman.''.

SEC. 106. ASSESSMENTS.

    Section 1316 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4516) is amended--
            (1) by striking subsection (a) and inserting the following:
    ``(a) Annual Assessments.--The Director shall establish and collect 
from the regulated entities annual assessments in an amount not 
exceeding the amount sufficient to provide for reasonable costs 
(including administrative costs) and expenses of the Agency, 
including--
            ``(1) the expenses of any examinations under section 1317 
        of this Act and under section 20 of the Federal Home Loan Bank 
        Act;
            ``(2) the expenses of obtaining any reviews and credit 
        assessments under section 1319;
            ``(3) such amounts in excess of actual expenses for any 
        given year as deemed necessary by the Director to maintain a 
        working capital fund in accordance with subsection (e); and
            ``(4) the windup of the affairs of the Office of Federal 
        Housing Enterprise Oversight and the Federal Housing Finance 
        Board under title III of the Federal Housing Finance Regulatory 
        Reform Act of 2008.'';
            (2) in subsection (b)--
                    (A) by realigning the margins of paragraph (2) two 
                ems from the left, so as to align the left margin of 
                such paragraph with the left margins of paragraph (1);
                    (B) by redesignating paragraphs (2) and (3) as 
                paragraphs (3) and (4), respectively; and
                    (C) by inserting after paragraph (1) the following:
            ``(2) Separate treatment of federal home loan bank and 
        enterprise assessments.--Assessments collected from the 
        enterprises shall not exceed the amounts sufficient to provide 
        for the costs and expenses described in subsection (a) relating 
        to the enterprises. Assessments collected from the Federal Home 
        Loan Banks shall not exceed the amounts sufficient to provide 
        for the costs and expenses described in subsection (a) relating 
        to the Federal Home Loan Banks.'';
            (3) by striking subsection (c) and inserting the following:
    ``(c) Increased Costs of Regulation.--
            ``(1) Increase for inadequate capitalization.--The 
        semiannual payments made pursuant to subsection (b) by any 
        regulated entity that is not classified (for purposes of 
        subtitle B) as adequately capitalized may be increased, as 
        necessary, in the discretion of the Director to pay additional 
        estimated costs of regulation of the regulated entity.
            ``(2) Adjustment for enforcement activities.--The Director 
        may adjust the amounts of any semiannual payments for an 
        assessment under subsection (a) that are to be paid pursuant to 
        subsection (b) by a regulated entity, as necessary in the 
        discretion of the Director, to ensure that the costs of 
        enforcement activities under this Act for a regulated entity 
        are borne only by such regulated entity.
            ``(3) Additional assessment for deficiencies.--If at any 
        time, as a result of increased costs of regulation of a 
        regulated entity that is not classified (for purposes of 
        subtitle B) as adequately capitalized or as the result of 
        supervisory or enforcement activities under this Act for a 
        regulated entity, the amount available from any semiannual 
        payment made by such regulated entity pursuant to subsection 
        (b) is insufficient to cover the costs of the Agency with 
        respect to such entity, the Director may make and collect from 
        such regulated entity an immediate assessment to cover the 
        amount of such deficiency for the semiannual period. If, at the 
        end of any semiannual period during which such an assessment is 
        made, any amount remains from such assessment, such remaining 
        amount shall be deducted from the assessment for such regulated 
        entity for the following semiannual period.'';
            (4) in subsection (d), by striking ``If'' and inserting 
        ``Except with respect to amounts collected pursuant to 
        subsection (a)(3), if''; and
            (5) by striking subsections (e) through (g) and inserting 
        the following:
    ``(e) Working Capital Fund.--At the end of each year for which an 
assessment under this section is made, the Director shall remit to each 
regulated entity any amount of assessment collected from such regulated 
entity that is attributable to subsection (a)(3) and is in excess of 
the amount the Director deems necessary to maintain a working capital 
fund.
    ``(f) Treatment of Assessments.--
            ``(1) Deposit.--Amounts received by the Director from 
        assessments under this section may be deposited by the Director 
        in the manner provided in section 5234 of the Revised Statutes 
        of the United States (12 U.S.C. 192) for monies deposited by 
        the Comptroller of the Currency.
            ``(2) Not government funds.--The amounts received by the 
        Director from any assessment under this section shall not be 
        construed to be Government or public funds or appropriated 
        money.
            ``(3) No apportionment of funds.--Notwithstanding any other 
        provision of law, the amounts received by the Director from any 
        assessment under this section shall not be subject to 
        apportionment for the purpose of chapter 15 of title 31, United 
        States Code, or under any other authority.
            ``(4) Use of funds.--The Director may use any amounts 
        received by the Director from assessments under this section 
        for compensation of the Director and other employees of the 
        Agency and for all other expenses of the Director and the 
        Agency.
            ``(5) Availability of oversight fund amounts.--
        Notwithstanding any other provision of law, any amounts 
        remaining in the Federal Housing Enterprises Oversight Fund 
        established under this section (as in effect before the 
        effective date of the Federal Housing Finance Regulatory Reform 
        Act of 2008, and any amounts remaining from assessments on the 
        Federal Home Loan Banks pursuant to section 18(b) of the 
        Federal Home Loan Bank Act (12 U.S.C. 1438(b)), shall, upon 
        such effective date, be treated for purposes of this subsection 
        as amounts received from assessments under this section.
            ``(6) Treasury investments.--
                    ``(A) Authority.--The Director may request the 
                Secretary of the Treasury to invest such portions of 
                amounts received by the Director from assessments paid 
                under this section that, in the Director's discretion, 
                are not required to meet the current working needs of 
                the Agency.
                    ``(B) Government obligations.--Pursuant to a 
                request under subparagraph (A), the Secretary of the 
                Treasury shall invest such amounts in Government 
                obligations guaranteed as to principal and interest by 
                the United States with maturities suitable to the needs 
                of the Agency and bearing interest at a rate determined 
                by the Secretary of the Treasury taking into 
                consideration current market yields on outstanding 
                marketable obligations of the United States of 
                comparable maturity.
    ``(g) Budget and Financial Management.--
            ``(1) Financial operating plans and forecasts.--The 
        Director shall provide to the Director of the Office of 
        Management and Budget copies of the Director's financial 
        operating plans and forecasts, as prepared by the Director in 
        the ordinary course of the Agency's operations, and copies of 
        the quarterly reports of the Agency's financial condition and 
        results of operations, as prepared by the Director in the 
        ordinary course of the Agency's operations.
            ``(2) Financial statements.--The Agency shall prepare 
        annually a statement of--
                    ``(A) assets and liabilities and surplus or 
                deficit;
                    ``(B) income and expenses; and
                    ``(C) sources and application of funds.
            ``(3) Financial management systems.--The Agency shall 
        implement and maintain financial management systems that--
                    ``(A) comply substantially with Federal financial 
                management systems requirements and applicable Federal 
                accounting standards; and
                    ``(B) use a general ledger system that accounts for 
                activity at the transaction level.
            ``(4) Assertion of internal controls.--The Director shall 
        provide to the Comptroller General of the United States an 
        assertion as to the effectiveness of the internal controls that 
        apply to financial reporting by the Agency, using the standards 
        established in section 3512(c) of title 31, United States Code.
            ``(5) Rule of construction.--This subsection may not be 
        construed as implying any obligation on the part of the 
        Director to consult with or obtain the consent or approval of 
        the Director of the Office of Management and Budget with 
        respect to any report, plan, forecast, or other information 
        referred to in paragraph (1) or any jurisdiction or oversight 
        over the affairs or operations of the Agency.
    ``(h) Audit of Agency.--
            ``(1) In general.--The Comptroller General shall annually 
        audit the financial transactions of the Agency in accordance 
        with the United States generally accepted government auditing 
        standards as may be prescribed by the Comptroller General of 
        the United States. The audit shall be conducted at the place or 
        places where accounts of the Agency are normally kept. The 
        representatives of the Government Accountability Office shall 
        have access to the personnel and to all books, accounts, 
        documents, papers, records (including electronic records), 
        reports, files, and all other papers, automated data, things, 
        or property belonging to or under the control of or used or 
        employed by the Agency pertaining to its financial transactions 
        and necessary to facilitate the audit, and such representatives 
        shall be afforded full facilities for verifying transactions 
        with the balances or securities held by depositories, fiscal 
        agents, and custodians. All such books, accounts, documents, 
        records, reports, files, papers, and property of the Agency 
        shall remain in possession and custody of the Agency. The 
        Comptroller General may obtain and duplicate any such books, 
        accounts, documents, records, working papers, automated data 
        and files, or other information relevant to such audit without 
        cost to the Comptroller General and the Comptroller General's 
        right of access to such information shall be enforceable 
        pursuant to section 716(c) of title 31, United States Code.
            ``(2) Report.--The Comptroller General shall submit to the 
        Congress a report of each annual audit conducted under this 
        subsection. The report to the Congress shall set forth the 
        scope of the audit and shall include the statement of assets 
        and liabilities and surplus or deficit, the statement of income 
        and expenses, the statement of sources and application of 
        funds, and such comments and information as may be deemed 
        necessary to inform Congress of the financial operations and 
        condition of the Agency, together with such recommendations 
        with respect thereto as the Comptroller General may deem 
        advisable. A copy of each report shall be furnished to the 
        President and to the Agency at the time submitted to the 
        Congress.
            ``(3) Assistance and costs.--For the purpose of conducting 
        an audit under this subsection, the Comptroller General may, in 
        the discretion of the Comptroller General, employ by contract, 
        without regard to section 3709 of the Revised Statutes of the 
        United States (41 U.S.C. 5), professional services of firms and 
        organizations of certified public accountants for temporary 
        periods or for special purposes. Upon the request of the 
        Comptroller General, the Director of the Agency shall transfer 
        to the Government Accountability Office from funds available, 
        the amount requested by the Comptroller General to cover the 
        full costs of any audit and report conducted by the Comptroller 
        General. The Comptroller General shall credit funds transferred 
        to the account established for salaries and expenses of the 
        Government Accountability Office, and such amount shall be 
        available upon receipt and without fiscal year limitation to 
        cover the full costs of the audit and report.''.

SEC. 107. REGULATIONS AND ORDERS.

    Section 1319G of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4526) is amended--
            (1) by striking subsection (a) and inserting the following:
    ``(a) Authority.--The Director shall issue any regulations, 
guidelines, or orders necessary to carry out the duties of the Director 
under this title or the authorizing statutes, and to ensure that the 
purposes of this title and the authorizing statutes are 
accomplished.''; and
            (2) by striking subsection (c).

SEC. 108. PRUDENTIAL MANAGEMENT AND OPERATIONS STANDARDS.

    The Federal Housing Enterprises Financial Safety and Soundness Act 
of 1992 (12 U.S.C. 4501 et seq.) is amended by inserting after section 
1313A, as added by this Act, the following new section:

``SEC. 1313B. PRUDENTIAL MANAGEMENT AND OPERATIONS STANDARDS.

    ``(a) Standards.--The Director shall establish standards, by 
regulation or guideline, for each regulated entity relating to--
            ``(1) adequacy of internal controls and information systems 
        taking into account the nature and scale of business 
        operations;
            ``(2) independence and adequacy of internal audit systems;
            ``(3) management of interest rate risk exposure;
            ``(4) management of market risk, including standards that 
        provide for systems that accurately measure, monitor, and 
        control market risks and, as warranted, that establish 
        limitations on market risk;
            ``(5) adequacy and maintenance of liquidity and reserves;
            ``(6) management of asset and investment portfolio growth;
            ``(7) investments and acquisitions of assets by a regulated 
        entity, to ensure that they are consistent with the purposes of 
        this title and the authorizing statutes;
            ``(8) overall risk management processes, including adequacy 
        of oversight by senior management and the board of directors 
        and of processes and policies to identify, measure, monitor, 
        and control material risks, including reputational risks, and 
        for adequate, well-tested business resumption plans for all 
        major systems with remote site facilities to protect against 
        disruptive events;
            ``(9) management of credit and counterparty risk, including 
        systems to identify concentrations of credit risk and 
        prudential limits to restrict exposure of the regulated entity 
        to a single counterparty or groups of related counterparties;
            ``(10) maintenance of adequate records, in accordance with 
        consistent accounting policies and practices that enable the 
        Director to evaluate the financial condition of the regulated 
        entity; and
            ``(11) such other operational and management standards as 
        the Director determines to be appropriate.
    ``(b) Failure To Meet Standards.--
            ``(1) Plan requirement.--
                    ``(A) In general.--If the Director determines that 
                a regulated entity fails to meet any standard 
                established under subsection (a)--
                            ``(i) if such standard is established by 
                        regulation, the Director shall require the 
                        regulated entity to submit an acceptable plan 
                        to the Director within the time allowed under 
                        subparagraph (C); and
                            ``(ii) if such standard is established by 
                        guideline, the Director may require the 
                        regulated entity to submit a plan described in 
                        clause (i).
                    ``(B) Contents.--Any plan required under 
                subparagraph (A) shall specify the actions that the 
                regulated entity will take to correct the deficiency. 
                If the regulated entity is undercapitalized, the plan 
                may be a part of the capital restoration plan for the 
                regulated entity under section 1369C.
                    ``(C) Deadlines for submission and review.--The 
                Director shall by regulation establish deadlines that--
                            ``(i) provide the regulated entities with 
                        reasonable time to submit plans required under 
                        subparagraph (A), and generally require a 
                        regulated entity to submit a plan not later 
                        than 30 days after the Director determines that 
                        the entity fails to meet any standard 
                        established under subsection (a); and
                            ``(ii) require the Director to act on plans 
                        expeditiously, and generally not later than 30 
                        days after the plan is submitted.
            ``(2) Required order upon failure to submit or implement 
        plan.--If a regulated entity fails to submit an acceptable plan 
        within the time allowed under paragraph (1)(C), or fails in any 
        material respect to implement a plan accepted by the Director, 
        the following shall apply:
                    ``(A) Required correction of deficiency.--The 
                Director shall, by order, require the regulated entity 
                to correct the deficiency.
                    ``(B) Other authority.--The Director may, by order, 
                take one or more of the following actions until the 
                deficiency is corrected:
                            ``(i) Prohibit the regulated entity from 
                        permitting its average total assets (as such 
                        term is defined in section 1316(b)) during any 
                        calendar quarter to exceed its average total 
                        assets during the preceding calendar quarter, 
                        or restrict the rate at which the average total 
                        assets of the entity may increase from one 
                        calendar quarter to another.
                            ``(ii) Require the regulated entity--
                                    ``(I) in the case of an enterprise, 
                                to increase its ratio of core capital 
                                to assets.
                                    ``(II) in the case of a Federal 
                                Home Loan Bank, to increase its ratio 
                                of total capital (as such term is 
                                defined in section 6(a)(5) of the 
                                Federal Home Loan Bank Act (12 U.S.C. 
                                1426(a)(5)) to assets.
                            ``(iii) Require the regulated entity to 
                        take any other action that the Director 
                        determines will better carry out the purposes 
                        of this section than any of the actions 
                        described in this subparagraph.
            ``(3) Mandatory restrictions.--In complying with paragraph 
        (2), the Director shall take one or more of the actions 
        described in clauses (i) through (iii) of paragraph (2)(B) if--
                    ``(A) the Director determines that the regulated 
                entity fails to meet any standard prescribed under 
                subsection (a);
                    ``(B) the regulated entity has not corrected the 
                deficiency; and
                    ``(C) during the 18-month period before the date on 
                which the regulated entity first failed to meet the 
                standard, the entity underwent extraordinary growth, as 
                defined by the Director.
    ``(c) Other Enforcement Authority Not Affected.--The authority of 
the Director under this section is in addition to any other authority 
of the Director.''.

SEC. 109. REVIEW OF AND AUTHORITY OVER ENTERPRISE ASSETS AND 
              LIABILITIES.

    (a) In General.--Subtitle B of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4611 et seq.) is 
amended--
            (1) by striking the subtitle designation and heading and 
        inserting the following:

 ``Subtitle B--Required Capital Levels for Regulated Entities, Special 
      Enforcement Powers, and Reviews of Assets and Liabilities'';

        and
            (2) by adding at the end the following new section:

``SEC. 1369E. REVIEWS OF ENTERPRISE ASSETS AND LIABILITIES.

    ``(a) In General.--The Director shall, by regulation, establish 
criteria governing the portfolio holdings of the enterprises, to ensure 
that the holdings are backed by sufficient capital and consistent with 
the mission and the safe and sound operations of the enterprises. In 
establishing such criteria, the Director shall consider the ability of 
the enterprises to provide a liquid secondary market through 
securitization activities, the portfolio holdings in relation to the 
overall mortgage market, and adherence to the standards specified in 
section 1313B.
    ``(b) Temporary Adjustments.--The Director may, by order, make 
temporary adjustments to the established standards for an enterprise or 
both enterprises, such as during times of economic distress or market 
disruption.
    ``(c) Authority To Require Disposition or Acquisition.--The 
Director shall monitor the portfolio of each enterprise. Pursuant to 
subsection (a) and notwithstanding the capital classifications of the 
enterprises, the Director may, by order, require an enterprise, under 
such terms and conditions as the Director determines to be appropriate, 
to dispose of or acquire any asset, if the Director determines that 
such action is consistent with the purposes of this Act or any of the 
authorizing statutes.''.
    (b) Regulations.--Not later than the expiration of the 180-day 
period beginning on the effective date of this Act, the Director shall 
issue regulations pursuant to section 1369E(a) of the Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 (as added by 
subsection (a) of this section) establishing the portfolio holdings 
standards under such section.

SEC. 110. RISK-BASED CAPITAL REQUIREMENTS.

    (a) In General.--Section 1361 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4611) is amended 
to read as follows:

``SEC. 1361. RISK-BASED CAPITAL LEVELS FOR REGULATED ENTITIES.

    ``(a) In General.--
            ``(1) Enterprises.--The Director shall, by regulation, 
        establish risk-based capital requirements for the enterprises 
        to ensure that the enterprises operate in a safe and sound 
        manner, maintaining sufficient capital and reserves to support 
        the risks that arise in the operations and management of the 
        enterprises.
            ``(2) Federal home loan banks.--The Director shall 
        establish risk-based capital standards under section 6 of the 
        Federal Home Loan Bank Act for the Federal Home Loan Banks.
    ``(b) No Limitation.--Nothing in this section shall limit the 
authority of the Director to require other reports or undertakings, or 
take other action, in furtherance of the responsibilities of the 
Director under this Act.''.
    (b) Federal Home Loan Banks Risk-Based Capital.--Section 6(a)(3) of 
the Federal Home Loan Bank Act (12 U.S.C. 1426(a)(3)) is amended--
            (1) by striking subparagraph (A) and inserting the 
        following:
                    ``(A) Risk-based capital standards.--The Director 
                shall, by regulation, establish risk-based capital 
                standards for the Federal Home Loan Banks to ensure 
                that the Federal Home Loan Banks operate in a safe and 
                sound manner, with sufficient permanent capital and 
                reserves to support the risks that arise in the 
                operations and management of the Federal Home Loans 
                Banks.''; and
            (2) in subparagraph (B), by striking ``(A)(ii)'' and 
        inserting ``(A)''.

SEC. 111. MINIMUM CAPITAL LEVELS.

    Section 1362 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4612) is amended--
            (1) in subsection (a), by striking ``In General'' and 
        inserting ``Enterprises''; and
            (2) by striking subsection (b) and inserting the following:
    ``(b) Federal Home Loan Banks.--For purposes of this subtitle, the 
minimum capital level for each Federal Home Loan Bank shall be the 
minimum capital required to be maintained to comply with the leverage 
requirement for the bank established under section 6(a)(2) of the 
Federal Home Loan Bank Act (12 U.S.C. 1426(a)(2)).
    ``(c) Establishment of Revised Minimum Capital Levels.--
Notwithstanding subsections (a) and (b) and notwithstanding the capital 
classifications of the regulated entities, the Director may, by 
regulations issued under section 1319G, establish a minimum capital 
level for the enterprises, for the Federal Home Loan Banks, or for both 
the enterprises and the banks, that is higher than the level specified 
in subsection (a) for the enterprises or the level specified in 
subsection (b) for the Federal Home Loan Banks, to the extent needed to 
ensure that the regulated entities operate in a safe and sound manner.
    ``(d) Authority To Require Temporary Increase.--
            ``(1) In general.--Notwithstanding subsections (a) and (b) 
        and any minimum capital level established pursuant to 
        subsection (c), the Director may, by order, increase the 
        minimum capital level for a regulated entity on a temporary 
        basis, when the Director determines that such an increase is 
        necessary and consistent with the prudential regulation and the 
        safe and sound operations of a regulated entity.
            ``(2) Rescission.--The Director shall rescind any temporary 
        minimum capital level established under paragraph (1) when the 
        Director determines that the circumstances or facts no longer 
        justify the temporary minimum capital level.
            ``(3) Regulations required.--The Director shall issue 
        regulations establishing--
                    ``(A) standards for the imposition of a temporary 
                increase in minimum capital under paragraph (1);
                    ``(B) the standards and procedures that the 
                Director will use to make the determination referred to 
                in paragraph (2); and
                    ``(C) a reasonable time frame for periodic review 
                of any temporary increase in minimum capital for the 
                purpose of making the determination referred to in 
                paragraph (2).
    ``(e) Authority To Establish Additional Capital and Reserve 
Requirements for Particular Purposes.--The Director may, at any time by 
order or regulation, establish such capital or reserve requirements 
with respect to any product or activity of a regulated entity, as the 
Director considers appropriate to ensure that the regulated entity 
operates in a safe and sound manner, with sufficient capital and 
reserves to support the risks that arise in the operations and 
management of the regulated entity.
    ``(f) Periodic Review.--The Director shall periodically review the 
amount of core capital maintained by the enterprises, the amount of 
capital retained by the Federal Home Loan Banks, and the minimum 
capital levels established for such regulated entities pursuant to this 
section.''.

SEC. 112. REGISTRATION UNDER THE SECURITIES LAWS.

    The Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.) is 
amended by adding at the end the following:

``SEC. 38. FEDERAL NATIONAL MORTGAGE ASSOCIATION, FEDERAL HOME LOAN 
              MORTGAGE CORPORATION, FEDERAL HOME LOAN BANKS.

    ``(a) Federal National Mortgage Association and Federal Home Loan 
Mortgage Corporation.--No class of equity securities of the Federal 
National Mortgage Association or the Federal Home Loan Mortgage 
Corporation shall be treated as an exempted security for purposes of 
section 12, 13, 14, or 16.
    ``(b) Federal Home Loan Banks.--
            ``(1) Registration.--Each Federal Home Loan Bank shall 
        register a class of its common stock under section 12(g), not 
        later than 120 days after the date of enactment of the Federal 
        Housing Finance Regulatory Reform Act of 2008, and shall 
        thereafter maintain such registration and be treated for 
        purposes of this title as an `issuer', the securities of which 
        are required to be registered under section 12, regardless of 
        the number of members holding such stock at any given time.
            ``(2) Standards relating to audit committees.--Each Federal 
        Home Loan Bank shall comply with the rules issued by the 
        Commission under section 10A(m).
    ``(c) Definitions.--For purposes of this section, the following 
definitions shall apply:
            ``(1) Federal home loan bank; member.--The terms `Federal 
        Home Loan Bank' and `member', have the same meanings as in 
        section 2 of the Federal Home Loan Bank Act.
            ``(2) Federal national mortgage association.--The term 
        `Federal National Mortgage Association' means the corporation 
        created by the Federal National Mortgage Association Charter 
        Act.
            ``(3) Federal home loan mortgage corporation.--The term 
        `Federal Home Loan Mortgage Corporation' means the corporation 
        created by the Federal Home Loan Mortgage Corporation Act.''.

SEC. 113. PROHIBITION AND WITHHOLDING OF EXECUTIVE COMPENSATION.

    (a) In General.--Section 1318 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4518) is 
amended--
            (1) in the section heading, by striking ``of excessive'' 
        and inserting ``and withholding of executive'';
            (2) by redesignating subsection (b) as subsection (d); and
            (3) by inserting after subsection (a) the following:
    ``(b) Factors.--In making any determination under subsection (a), 
the Director may take into consideration any factors the Director 
considers relevant, including any wrongdoing on the part of the 
executive officer, and such wrongdoing shall include any fraudulent act 
or omission, breach of trust or fiduciary duty, violation of law, rule, 
regulation, order, or written agreement, and insider abuse with respect 
to the regulated entity. The approval of an agreement or contract 
pursuant to section 309(d)(3)(B) of the Federal National Mortgage 
Association Charter Act (12 U.S.C. 1723a(d)(3)(B)) or section 303(h)(2) 
of the Federal Home Loan Mortgage Corporation Act (12 U.S.C. 
1452(h)(2)) shall not preclude the Director from making any subsequent 
determination under subsection (a).
    ``(c) Withholding of Compensation.--In carrying out subsection (a), 
the Director may require a regulated entity to withhold any payment, 
transfer, or disbursement of compensation to an executive officer, or 
to place such compensation in an escrow account, during the review of 
the reasonableness and comparability of compensation.''.
    (b) Conforming Amendments.--
            (1) Fannie mae.--Section 309(d) of the Federal National 
        Mortgage Association Charter Act (12 U.S.C. 1723a(d)) is 
        amended by adding at the end the following new paragraph:
    ``(4) Notwithstanding any other provision of this section, the 
corporation shall not transfer, disburse, or pay compensation to any 
executive officer, or enter into an agreement with such executive 
officer, without the approval of the Director, for matters being 
reviewed under section 1318 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4518).''.
            (2) Freddie mac.--Section 303(h) of the Federal Home Loan 
        Mortgage Corporation Act (12 U.S.C. 1452(h)) is amended by 
        adding at the end the following new paragraph:
    ``(4) Notwithstanding any other provision of this section, the 
Corporation shall not transfer, disburse, or pay compensation to any 
executive officer, or enter into an agreement with such executive 
officer, without the approval of the Director, for matters being 
reviewed under section 1318 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4518).''.
            (3) Federal home loan banks.--Section 7 of the Federal Home 
        Loan Bank Act (12 U.S.C. 1427) is amended by adding at the end 
        the following new subsection:
    ``(l) Withholding of Compensation.--Notwithstanding any other 
provision of this section, a Federal Home Loan Bank shall not transfer, 
disburse, or pay compensation to any executive officer, or enter into 
an agreement with such executive officer, without the approval of the 
Director, for matters being reviewed under section 1318 of the Federal 
Housing Enterprises Financial Safety and Soundness Act of 1992 (12 
U.S.C. 4518).''.

SEC. 114. LIMIT ON GOLDEN PARACHUTES.

    Section 1318 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4518) is amended by adding at the 
end the following:
    ``(e) Authority To Regulate or Prohibit Certain Forms of Benefits 
to Affiliated Parties.--
            ``(1) Golden parachutes and indemnification payments.--The 
        Director may prohibit or limit, by regulation or order, any 
        golden parachute payment or indemnification payment.
            ``(2) Factors to be taken into account.--The Director shall 
        prescribe, by regulation, the factors to be considered by the 
        Director in taking any action pursuant to paragraph (1), which 
        may include such factors as--
                    ``(A) whether there is a reasonable basis to 
                believe that the affiliated party has committed any 
                fraudulent act or omission, breach of trust or 
                fiduciary duty, or insider abuse with regard to the 
                regulated entity that has had a material effect on the 
                financial condition of the regulated entity;
                    ``(B) whether there is a reasonable basis to 
                believe that the affiliated party is substantially 
                responsible for the insolvency of the regulated entity, 
                the appointment of a conservator or receiver for the 
                regulated entity, or the troubled condition of the 
                regulated entity (as defined in regulations prescribed 
                by the Director);
                    ``(C) whether there is a reasonable basis to 
                believe that the affiliated party has materially 
                violated any applicable provision of Federal or State 
                law or regulation that has had a material effect on the 
                financial condition of the regulated entity;
                    ``(D) whether the affiliated party was in a 
                position of managerial or fiduciary responsibility; and
                    ``(E) the length of time that the party was 
                affiliated with the regulated entity, and the degree to 
                which--
                            ``(i) the payment reasonably reflects 
                        compensation earned over the period of 
                        employment; and
                            ``(ii) the compensation involved represents 
                        a reasonable payment for services rendered.
            ``(3) Certain payments prohibited.--No regulated entity may 
        prepay the salary or any liability or legal expense of any 
        affiliated party if such payment is made--
                    ``(A) in contemplation of the insolvency of such 
                regulated entity, or after the commission of an act of 
                insolvency; and
                    ``(B) with a view to, or having the result of--
                            ``(i) preventing the proper application of 
                        the assets of the regulated entity to 
                        creditors; or
                            ``(ii) preferring one creditor over 
                        another.
            ``(4) Golden parachute payment defined.--
                    ``(A) In general.--For purposes of this subsection, 
                the term `golden parachute payment' means any payment 
                (or any agreement to make any payment) in the nature of 
                compensation by any regulated entity for the benefit of 
                any affiliated party pursuant to an obligation of such 
                regulated entity that--
                            ``(i) is contingent on the termination of 
                        such party's affiliation with the regulated 
                        entity; and
                            ``(ii) is received on or after the date on 
                        which--
                                    ``(I) the regulated entity became 
                                insolvent;
                                    ``(II) any conservator or receiver 
                                is appointed for such regulated entity; 
                                or
                                    ``(III) the Director determines 
                                that the regulated entity is in a 
                                troubled condition (as defined in the 
                                regulations of the Director).
                    ``(B) Certain payments in contemplation of an 
                event.--Any payment which would be a golden parachute 
                payment but for the fact that such payment was made 
                before the date referred to in subparagraph (A)(ii) 
                shall be treated as a golden parachute payment if the 
                payment was made in contemplation of the occurrence of 
                an event described in any subclause of such 
                subparagraph.
                    ``(C) Certain payments not included.--For purposes 
                of this subsection, the term `golden parachute payment' 
                shall not include--
                            ``(i) any payment made pursuant to a 
                        retirement plan which is qualified (or is 
                        intended to be qualified) under section 401 of 
                        the Internal Revenue Code of 1986, or other 
                        nondiscriminatory benefit plan;
                            ``(ii) any payment made pursuant to a bona 
                        fide deferred compensation plan or arrangement 
                        which the Director determines, by regulation or 
                        order, to be permissible; or
                            ``(iii) any payment made by reason of the 
                        death or disability of an affiliated party.
            ``(5) Other definitions.--For purposes of this subsection, 
        the following definitions shall apply:
                    ``(A) Indemnification payment.--Subject to 
                paragraph (6), the term `indemnification payment' means 
                any payment (or any agreement to make any payment) by 
                any regulated entity for the benefit of any person who 
                is or was an affiliated party, to pay or reimburse such 
                person for any liability or legal expense with regard 
                to any administrative proceeding or civil action 
                instituted by the Agency which results in a final order 
                under which such person--
                            ``(i) is assessed a civil money penalty;
                            ``(ii) is removed or prohibited from 
                        participating in conduct of the affairs of the 
                        regulated entity; or
                            ``(iii) is required to take any affirmative 
                        action to correct certain conditions resulting 
                        from violations or practices, by order of the 
                        Director.
                    ``(B) Liability or legal expense.--The term 
                `liability or legal expense' means--
                            ``(i) any legal or other professional 
                        expense incurred in connection with any claim, 
                        proceeding, or action;
                            ``(ii) the amount of, and any cost incurred 
                        in connection with, any settlement of any 
                        claim, proceeding, or action; and
                            ``(iii) the amount of, and any cost 
                        incurred in connection with, any judgment or 
                        penalty imposed with respect to any claim, 
                        proceeding, or action.
                    ``(C) Payment.--The term `payment' includes--
                            ``(i) any direct or indirect transfer of 
                        any funds or any asset; and
                            ``(ii) any segregation of any funds or 
                        assets for the purpose of making, or pursuant 
                        to an agreement to make, any payment after the 
                        date on which such funds or assets are 
                        segregated, without regard to whether the 
                        obligation to make such payment is contingent 
                        on--
                                    ``(I) the determination, after such 
                                date, of the liability for the payment 
                                of such amount; or
                                    ``(II) the liquidation, after such 
                                date, of the amount of such payment.
            ``(6) Certain commercial insurance coverage not treated as 
        covered benefit payment.--No provision of this subsection shall 
        be construed as prohibiting any regulated entity from 
        purchasing any commercial insurance policy or fidelity bond, 
        except that, subject to any requirement described in paragraph 
        (5)(A)(iii), such insurance policy or bond shall not cover any 
        legal or liability expense of the regulated entity which is 
        described in paragraph (5)(A).''.

SEC. 115. REPORTING OF FRAUDULENT LOANS.

    Part 1 of subtitle C of the Federal Housing Enterprises Financial 
Safety and Soundness Act of 1992 (12 U.S.C. 4631 et seq.), as amended 
by this Act, is amended by adding at the end the following:

``SEC. 1379E. REPORTING OF FRAUDULENT LOANS.

    ``(a) Requirement To Report.--The Director shall require a 
regulated entity to submit to the Director a timely report upon 
discovery by the regulated entity that it has purchased or sold a 
fraudulent loan or financial instrument, or suspects a possible fraud 
relating to the purchase or sale of any loan or financial instrument. 
The Director shall require each regulated entity to establish and 
maintain procedures designed to discover any such transactions.
    ``(b) Protection From Liability for Reports.--Any regulated entity 
that, in good faith, makes a report pursuant to subsection (a), and any 
entity-affiliated party, that, in good faith, makes or requires another 
to make any such report, shall not be liable to any person under any 
provision of law or regulation, any constitution, law, or regulation of 
any State or political subdivision of any State, or under any contract 
or other legally enforceable agreement (including any arbitration 
agreement) for such report or for any failure to provide notice of such 
report to the person who is the subject of such report or any other 
persons identified in the report.''.

             Subtitle B--Improvement of Mission Supervision

SEC. 121. TRANSFER OF PROGRAM APPROVAL AND HOUSING GOAL OVERSIGHT.

    Part 2 of subtitle A of the Federal Housing Enterprises Financial 
Safety and Soundness Act of 1992 (12 U.S.C. 4541 et seq.) is amended--
            (1) by striking the heading for the part and inserting the 
        following:

          ``PART 2--ADDITIONAL AUTHORITIES OF THE DIRECTOR'';

            and
            (2) by striking sections 1321 and 1322.

SEC. 122. ASSUMPTION BY THE DIRECTOR OF CERTAIN OTHER HUD 
              RESPONSIBILITIES.

    (a) In General.--Part 2 of subtitle A of the Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 (12 U.S.C. 4541 
et seq.) is amended--
            (1) by striking ``Secretary'' each place that term appears 
        and inserting ``Director'' in each of sections 1323, 1326, 
        1327, 1328, and 1336; and
            (2) by striking sections 1337, 1338, and 1349 (12 U.S.C. 
        4567, 4562 note, and 4589).
    (b) Retention of Fair Housing Responsibilities.--Section 1325 of 
the Federal Housing Enterprises Financial Safety and Soundness Act of 
1992 (12 U.S.C. 4545) is amended in the matter preceding paragraph (1), 
by inserting ``of Housing and Urban Development'' after ``The 
Secretary''.

SEC. 123. REVIEW OF ENTERPRISE PRODUCTS.

    Part 2 of subtitle A of the Federal Housing Enterprises Financial 
Safety and Soundness Act of 1992 (12 U.S.C. 4541 et seq.) is amended by 
inserting before section 1323 the following:

``SEC. 1321. PRIOR APPROVAL AUTHORITY FOR PRODUCTS.

    ``(a) In General.--The Director shall require each enterprise to 
obtain the approval of the Director for any product of the enterprise 
before initially offering the product.
    ``(b) Standard for Approval.--In considering any request for 
approval of a product pursuant to subsection (a), the Director shall 
make a determination that--
            ``(1) in the case of a product of the Federal National 
        Mortgage Association, the product is authorized under paragraph 
        (2), (3), (4), or (5) of section 302(b) or section 304 of the 
        Federal National Mortgage Association Charter Act (12 U.S.C. 
        1717(b), 1719);
            ``(2) in the case of a product of the Federal Home Loan 
        Mortgage Corporation, the product is authorized under paragraph 
        (1), (4), or (5) of section 305(a) of the Federal Home Loan 
        Mortgage Corporation Act (12 U.S.C. 1454(a));
            ``(3) the product is in the public interest; and
            ``(4) the product is consistent with the safety and 
        soundness of the enterprise or the mortgage finance system.
    ``(c) Procedure for Approval.--
            ``(1) Submission of request.--An enterprise shall submit to 
        the Director a written request for approval of a product that 
        describes the product in such form as prescribed by order or 
        regulation of the Director.
            ``(2) Request for public comment.--Immediately upon receipt 
        of a request for approval of a product, as required under 
        paragraph (1), the Director shall publish notice of such 
        request and of the period for public comment pursuant to 
        paragraph (3) regarding the product, and a description of the 
        product proposed by the request. The Director shall give 
        interested parties the opportunity to respond in writing to the 
        proposed product.
            ``(3) Public comment period.--During the 30-day period 
        beginning on the date of publication pursuant to paragraph (2) 
        of a request for approval of a product, the Director shall 
        receive public comments regarding the proposed product.
            ``(4) Offering of product.--
                    ``(A) In general.--Not later than 30 days after the 
                close of the public comment period described in 
                paragraph (3), the Director shall approve or deny the 
                product, specifying the grounds for such decision in 
                writing.
                    ``(B) Failure to act.--If the Director fails to act 
                within the 30-day period described in subparagraph (A), 
                then the enterprise may offer the product.
                    ``(C) Temporary approval.--The Director may, 
                subject to the rules of the Director, provide for 
                temporary approval of the offering of a product without 
                a public comment period, if the Director finds that the 
                existence of exigent circumstances makes such delay 
                contrary to the public interest.
    ``(d) Conditional Approval.--If the Director approves the offering 
of any product by an enterprise, the Director may establish terms, 
conditions, or limitations with respect to such product with which the 
enterprise must comply in order to offer such product.
    ``(e) Exclusions.--
            ``(1) In general.--The requirements of subsections (a) 
        through (d) do not apply with respect to--
                    ``(A) the automated loan underwriting system of an 
                enterprise in existence as of the date of enactment of 
                the Federal Housing Finance Regulatory Reform Act of 
                2008, including any upgrade to the technology, 
                operating system, or software to operate the 
                underwriting system;
                    ``(B) any modification to the mortgage terms and 
                conditions or mortgage underwriting criteria relating 
                to the mortgages that are purchased or guaranteed by an 
                enterprise, provided that such modifications do not 
                alter the underlying transaction so as to include 
                services or financing, other than residential mortgage 
                financing; or
                    ``(C) any other activity that is substantially 
                similar, as determined by rule of the Director to--
                            ``(i) the activities described in 
                        subparagraphs (A) and (B); and
                            ``(ii) other activities that have been 
                        approved by the Director in accordance with 
                        this section.
            ``(2) Expedited review.--
                    ``(A) Enterprise notice.--For any new activity that 
                an enterprise considers not to be a product, the 
                enterprise shall provide written notice to the Director 
                of such activity, and may not commence such activity 
                until the date of receipt of a notice under 
                subparagraph (B) or the expiration of the period 
                described in subparagraph (C). The Director shall 
                establish, by regulation, the form and content of such 
                written notice.
                    ``(B) Director determination.--Not later than 15 
                days after the date of receipt of a notice under 
                subparagraph (A), the Director shall determine whether 
                such activity is a product subject to approval under 
                this section. The Director shall, immediately upon so 
                determining, notify the enterprise.
                    ``(C) Failure to act.--If the Director fails to 
                determine whether such activity is a product within the 
                15-day period described in subparagraph (B), the 
                enterprise may commence the new activity in accordance 
                with subparagraph (A).
    ``(f) No Limitation.--Nothing in this section may be construed to 
restrict--
            ``(1) the safety and soundness authority of the Director 
        over all new and existing products or activities; or
            ``(2) the authority of the Director to review all new and 
        existing products or activities to determine that such products 
        or activities are consistent with the statutory mission of an 
        enterprise.''.

SEC. 124. CONFORMING LOAN LIMITS.

    (a) Fannie Mae.--
            (1) General limit.--Section 302(b)(2) of the Federal 
        National Mortgage Association Charter Act (12 U.S.C. 
        1717(b)(2)) is amended by striking the 7th and 8th sentences 
        and inserting the following new sentences: ``Such limitations 
        shall not exceed $417,000 for a mortgage secured by a single-
        family residence, $533,850 for a mortgage secured by a 2-family 
        residence, $645,300 for a mortgage secured by a 3-family 
        residence, and $801,950 for a mortgage secured by a 4-family 
        residence, except that such maximum limitations shall be 
        adjusted effective January 1 of each year beginning after the 
        effective date of Federal Housing Finance Regulatory Reform Act 
        of 2008, subject to the limitations in this paragraph. Each 
        adjustment shall be made by adding to each such amount (as it 
        may have been previously adjusted) a percentage thereof equal 
        to the percentage increase, during the most recent 12-month or 
        4th-quarter period ending before the time of determining such 
        annual adjustment, in the housing price index maintained by the 
        Director of the Federal Housing Finance Agency (pursuant to 
        section 1322 of the Federal Housing Enterprises Financial 
        Safety and Soundness Act of 1992 (12 U.S.C. 4541)). If the 
        change in such house price index during the most recent 12-
        month or 4th-quarter period ending before the time of 
        determining such annual adjustment is a decrease, then no 
        adjustment shall be made for the next year, and the next 
        adjustment shall take into account prior declines in the house 
        price index, so that any adjustment shall reflect the net 
        change in the house price index since the last adjustment. 
        Declines in the house price index shall be accumulated and then 
        reduce increases until subsequent increases exceed prior 
        declines.''.
            (2) High-cost area limit.--Section 302(b)(2) of the Federal 
        National Mortgage Association Charter Act (12 U.S.C. 
        1717(b)(2)) is amended by adding after the period at the end 
        the following: ``Such foregoing limitations shall also be 
        increased with respect to properties of a particular size 
        located in any area for which the median price for such size 
        residence exceeds the foregoing limitation for such size 
        residence, to the lesser of 150 percent of such foregoing 
        limitation for such size residence or the amount that is equal 
        to the median price in such area for such size residence.''.
            (3) Effective date.--The amendments made by paragraphs (1) 
        and (2) of this subsection shall take effect upon the 
        expiration of the date described in section 201(a) of the 
        Economic Stimulus Act of 2008 (Public Law 110-185).
    (b) Freddie Mac.--
            (1) General limit.--Section 305(a)(2) of the Federal Home 
        Loan Mortgage Corporation Act (12 U.S.C. 1454(a)(2)) is amended 
        by striking the 6th and 7th sentences and inserting the 
        following new sentences: ``Such limitations shall not exceed 
        $417,000 for a mortgage secured by a single-family residence, 
        $533,850 for a mortgage secured by a 2-family residence, 
        $645,300 for a mortgage secured by a 3-family residence, and 
        $801,950 for a mortgage secured by a 4-family residence, except 
        that such maximum limitations shall be adjusted effective 
        January 1 of each year beginning after the effective date of 
        the Federal Housing Finance Regulatory Reform Act of 2008, 
        subject to the limitations in this paragraph. Each adjustment 
        shall be made by adding to each such amount (as it may have 
        been previously adjusted) a percentage thereof equal to the 
        percentage increase, during the most recent 12-month or fourth-
        quarter period ending before the time of determining such 
        annual adjustment, in the housing price index maintained by the 
        Director of the Federal Housing Finance Agency (pursuant to 
        section 1322 of the Federal Housing Enterprises Financial 
        Safety and Soundness Act of 1992 (12 U.S.C. 4541)). If the 
        change in such house price index during the most recent 12-
        month or 4th-quarter period ending before the time of 
        determining such annual adjustment is a decrease, then no 
        adjustment shall be made for the next year, and the next 
        adjustment shall take into account prior declines in the house 
        price index, so that any adjustment shall reflect the net 
        change in the house price index since the last adjustment. 
        Declines in the house price index shall be accumulated and then 
        reduce increases until subsequent increases exceed prior 
        declines.''.
            (2) High-cost area limit.--Section 305(a)(2) of the Federal 
        Home Loan Mortgage Corporation Act is amended by adding after 
        the period at the end the following: ``Such foregoing 
        limitations shall also be increased with respect to properties 
        of a particular size located in any area for which the median 
        price for such size residence exceeds the foregoing limitation 
        for such size residence, to the lesser of 150 percent of such 
        foregoing limitation for such size residence or the amount that 
        is equal to the median price in such area for such size 
        residence.''.
            (3) Effective date.--The amendments made by paragraphs (1) 
        and (2) of this subsection shall take effect upon the 
        expiration of the date described in section 201(a) of the 
        Economic Stimulus Act of 2008 (Public Law 110-185).
    (c) Sense of Congress.--It is the sense of the Congress that the 
securitization of mortgages by the Federal National Mortgage 
Association and the Federal Home Loan Mortgage Corporation plays an 
important role in providing liquidity to the United States housing 
markets. Therefore, the Congress encourages the Federal National 
Mortgage Association and the Federal Home Loan Mortgage Corporation to 
securitize mortgages acquired under the increased conforming loan 
limits established under this Act.
    (d) Housing Price Index.--Part 2 of subtitle A of the Federal 
Housing Enterprises Financial Safety and Soundness Act of 1992 (12 
U.S.C. 4541 et seq.) is amended by inserting after section 1321 (as 
added by section 123 of this Act) the following new section:

``SEC. 1322. HOUSING PRICE INDEX.

    ``The Director shall establish and maintain a method of assessing 
the national average 1-family house price for use for adjusting the 
conforming loan limitations of the enterprises. In establishing such 
method, the Director shall take into consideration the monthly survey 
of all major lenders conducted by the Federal Housing Finance Agency to 
determine the national average 1-family house price, the House Price 
Index maintained by the Office of Federal Housing Enterprise Oversight 
of the Department of Housing and Urban Development before the effective 
date of the Federal Housing Finance Regulatory Reform Act of 2008, any 
appropriate house price indexes of the Bureau of the Census of the 
Department of Commerce, and any other indexes or measures that the 
Director considers appropriate.''.

SEC. 125. ANNUAL HOUSING REPORT.

    (a) Repeal.--Section 1324 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4544) is hereby 
repealed.
    (b) Annual Housing Report.--The Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 is amended by inserting 
after section 1323 the following:

``SEC. 1324. ANNUAL HOUSING REPORT.

    ``(a) In General.--After reviewing and analyzing the reports 
submitted under section 309(n) of the Federal National Mortgage 
Association Charter Act and section 307(f) of the Federal Home Loan 
Mortgage Corporation Act, the Director shall submit a report, not later 
than October 30 of each year, to the Committee on Banking, Housing, and 
Urban Affairs of the Senate and the Committee on Financial Services of 
the House of Representatives, on the activities of each enterprise.
    ``(b) Contents.--The report required under subsection (a) shall--
            ``(1) discuss--
                    ``(A) the extent to and manner in which--
                            ``(i) each enterprise is achieving the 
                        annual housing goals established under subpart 
                        B;
                            ``(ii) each enterprise is complying with 
                        its duty to serve underserved markets, as 
                        established under section 1335;
                            ``(iii) each enterprise received credit 
                        towards achieving each of its goals resulting 
                        from a transaction or activity pursuant to 
                        section 1331(b)(2); and
                            ``(iv) each enterprise is achieving the 
                        purposes of the enterprise established by law; 
                        and
                    ``(B) the actions that each enterprise could 
                undertake to promote and expand the purposes of the 
                enterprise;
            ``(2) aggregate and analyze relevant data on income to 
        assess the compliance of each enterprise with the housing goals 
        established under subpart B;
            ``(3) aggregate and analyze data on income, race, and 
        gender by census tract and other relevant classifications, and 
        compare such data with larger demographic, housing, and 
        economic trends;
            ``(4) identify the extent to which each enterprise is 
        involved in mortgage purchases and secondary market activities 
        involving subprime and nontraditional loans;
            ``(5) compare the characteristics of subprime and 
        nontraditional loans both purchased and securitized by each 
        enterprise to other loans purchased and securitized by each 
        enterprise; and
            ``(6) compare the characteristics of high-cost loans 
        purchased and securitized, where such securities are not held 
        on portfolio to loans purchased and securitized, where such 
        securities are either retained on portfolio or repurchased by 
        the enterprise, including such characteristics as--
                    ``(A) the purchase price of the property that 
                secures the mortgage;
                    ``(B) the loan-to-value ratio of the mortgage, 
                which shall reflect any secondary liens on the relevant 
                property;
                    ``(C) the terms of the mortgage;
                    ``(D) the creditworthiness of the borrower; and
                    ``(E) any other relevant data, as determined by the 
                Director.
    ``(c) Data Collection and Reporting.--
            ``(1) In general.--To assist the Director in analyzing the 
        matters described in subsection (b), the Director shall 
        conduct, on a monthly basis, a survey of mortgage markets in 
        accordance with this subsection.
            ``(2) Data points.--Each monthly survey conducted by the 
        Director under paragraph (1) shall collect data on--
                    ``(A) the characteristics of individual mortgages 
                that are eligible for purchase by the enterprises and 
                the characteristics of individual mortgages that are 
                not eligible for purchase by the enterprises including, 
                in both cases, information concerning--
                            ``(i) the price of the house that secures 
                        the mortgage;
                            ``(ii) the loan-to-value ratio of the 
                        mortgage, which shall reflect any secondary 
                        liens on the relevant property;
                            ``(iii) the terms of the mortgage;
                            ``(iv) the creditworthiness of the borrower 
                        or borrowers; and
                            ``(v) whether the mortgage, in the case of 
                        a conforming mortgage, was purchased by an 
                        enterprise;
                    ``(B) the characteristics of individual subprime 
                and nontraditional mortgages that are eligible for 
                purchase by the enterprises and the characteristics of 
                borrowers under such mortgages, including the 
                creditworthiness of such borrowers and determination 
                whether such borrowers would qualify for prime lending; 
                and
                    ``(C) such other matters as the Director determines 
                to be appropriate.
            ``(3) Public availability.--The Director shall make any 
        data collected by the Director in connection with the conduct 
        of a monthly survey available to the public in a timely manner, 
        provided that the Director may modify the data released to the 
        public to ensure that the data--
                    ``(A) is not released in an identifiable form; and
                    ``(B) is not otherwise obtainable from other 
                publicly available data sets.
            ``(4) Definition.--For purposes of this subsection, the 
        term `identifiable form' means any representation of 
        information that permits the identity of a borrower to which 
        the information relates to be reasonably inferred by either 
        direct or indirect means.''.

SEC. 126. PUBLIC USE DATABASE.

    Section 1323 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (42 U.S.C. 4543) is amended--
            (1) in subsection (a)--
                    (A) by striking ``(a) In General.--The Secretary'' 
                and inserting the following:
    ``(a) Availability.--
            ``(1) In general.--The Director''; and
                    (B) by adding at the end the following new 
                paragraph:
            ``(2) Census tract level reporting.--Such data shall 
        include the data elements required to be reported under the 
        Home Mortgage Disclosure Act of 1975, at the census tract 
        level.'';
            (2) in subsection (b)(2), by inserting before the period at 
        the end the following: ``or with subsection (a)(2)''; and
            (3) by adding at the end the following new subsection:
    ``(d) Timing.--Data submitted under this section by an enterprise 
in connection with a provision referred to in subsection (a) shall be 
made publicly available in accordance with this section not later than 
September 30 of the year following the year to which the data 
relates.''.

SEC. 127. REPORTING OF MORTGAGE DATA.

    Section 1326 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4546) is amended--
            (1) in subsection (a), by striking ``The Director'' and 
        inserting ``Subject to subsection (d), the Director''; and
            (2) by adding at the end the following:
    ``(d) Mortgage Information.--Subject to privacy considerations, as 
described in section 304(j) of the Home Mortgage Disclosure Act of 1975 
(12 U.S.C. 2803(j)), the Director shall, by regulation or order, 
provide that certain information relating to single family mortgage 
data of the enterprises shall be disclosed to the public, in order to 
make available to the public--
            ``(1) the same data from the enterprises that is required 
        of insured depository institutions under the Home Mortgage 
        Disclosure Act of 1975; and
            ``(2) information collected by the Director under section 
        1324(b)(6).''.

SEC. 128. REVISION OF HOUSING GOALS.

    (a) Repeal.--Sections 1331 through 1334 of the Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 (12 U.S.C. 4561 
through 4564) are hereby repealed.
    (b) Housing Goal.--The Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 is amended by inserting before section 1335 
the following:

``SEC. 1331. ESTABLISHMENT OF HOUSING GOALS.

    ``(a) In General.--The Director shall, by regulation, establish 
effective for the first calendar year that begins after the date of 
enactment of the Federal Housing Finance Regulatory Reform Act of 2008, 
and each year thereafter, annual housing goals, as described under this 
subpart, with respect to the mortgage purchases by the enterprises.
    ``(b) Special Counting Requirements.--
            ``(1) In general.--The Director shall determine whether an 
        enterprise shall receive full, partial, or no credit for a 
        transaction toward achievement of any of the housing goals 
        established pursuant to this section or sections 1332 through 
        1334.
            ``(2) Considerations.--In making any determination under 
        paragraph (1), the Director shall consider whether a 
        transaction or activity of an enterprise is substantially 
        equivalent to a mortgage purchase and either (A) creates a new 
        market, or (B) adds liquidity to an existing market, provided 
        however that the terms and conditions of such mortgage purchase 
        is neither determined to be unacceptable, nor contrary to good 
        lending practices, and otherwise promotes sustainable 
        homeownership and further, that such mortgage purchase actually 
        fulfills the purposes of the enterprise and is in accordance 
        with the chartering Act of such enterprise.
    ``(c) Eliminating Interest Rate Disparities.--
            ``(1) In general.--In establishing and implementing the 
        housing goals under this subpart, the Director shall require 
        the enterprises to disclose appropriate information to allow 
        the Director to assess if there are any disparities in interest 
        rates charged on mortgages to borrowers who are minorities, as 
        compared with borrowers of similar creditworthiness who are not 
        minorities, as evidenced in reports pursuant to the Home 
        Mortgage Disclosure Act of 1975.
            ``(2) Report to congress on disparities.--Upon a finding by 
        the Director that a pattern of disparities in interest rates 
        exists pursuant to the information provided by an enterprise 
        under paragraph (1), the Director shall--
                    ``(A) forward to the Committee on Banking, Housing, 
                and Urban Affairs of the Senate and the Committee on 
                Financial Services of the House of Representatives a 
                report detailing the disparities; and
                    ``(B) forward the report prepared under 
                subparagraph (A) to any other appropriate regulatory or 
                enforcement agency.
            ``(3) Identity of individuals not disclosed.--In carrying 
        out this subsection, the Director shall ensure that no 
        personally identifiable financial information that would enable 
        an individual borrower to be reasonably identified shall be 
        made public.
    ``(d) Timing.--The Director shall establish an annual deadline for 
the establishment of housing goals described in subsection (a), taking 
into consideration the need for the enterprises to reasonably and 
sufficiently plan their operations and activities in advance, including 
operations and activities necessary to meet such goals.

``SEC. 1331A. DISCRETIONARY ADJUSTMENT OF HOUSING GOALS.

    ``(a) Authority.--
            ``(1) Review.--The Director shall review the 
        appropriateness of each goal established pursuant to this 
        subpart at least once during each year to assure that given 
        current market conditions that each such goal is feasible.
            ``(2) Petition to reduce.--An enterprise may petition the 
        Director in writing at any time during a year to reduce the 
        level of any goal for such year established pursuant to this 
        subpart.
    ``(b) Standard for Reduction.--The Director may reduce the level 
for a goal pursuant to such a petition only if--
            ``(1) market and economic conditions or the financial 
        condition of the enterprise require such action; or
            ``(2) efforts to meet the goal would result in the 
        constraint of liquidity, over-investment in certain market 
        segments, or other consequences contrary to the intent of this 
        subpart, section 301(3) of the Federal National Mortgage 
        Association Charter Act (12 U.S.C. 1716(3)), or section 
        301(b)(3) of the Federal Home Loan Mortgage Corporation Act (12 
        U.S.C. 1451 note), as applicable.
    ``(c) Determination.--
            ``(1) 30-day period.--If an enterprise submits a petition 
        for reduction to the Director under subsection (a)(2), the 
        Director shall make a determination regarding any proposed 
        reduction within 30 days of receipt of the petition.
            ``(2) Extension.--The Director may extend the period 
        described in paragraph (1) for a single additional 15-day 
        period, but only if the Director requests additional 
        information from the enterprise.

``SEC. 1332. SINGLE-FAMILY HOUSING GOALS.

    ``(a) Establishment of Goals.--
            ``(1) In general.--The Director shall establish annual 
        goals for the purchase by each enterprise of conventional, 
        conforming, single-family, owner-occupied, purchase money 
        mortgages financing housing for each of the following:
                    ``(A) Low-income families.
                    ``(B) Families that reside in low-income areas.
                    ``(C) Very low-income families.
            ``(2) Goals as percentage of total purchase money mortgage 
        purchases.--The goals established under paragraph (1) shall be 
        established as a percentage of the total number of single-
        family dwelling units financed by single-family purchase money 
        mortgage purchases of the enterprise.
    ``(b) Determination of Compliance.--
            ``(1) In general.--The Director shall determine, for each 
        year that the housing goals under this section are in effect 
        pursuant to section 1331(a), whether each enterprise has 
        complied with the single-family housing goals established under 
        this section for such year.
            ``(2) Compliance requirements.--An enterprise shall be 
        considered to be in compliance with a goal described under 
        subsection (a) for a year, only if, for each of the types of 
        families described in subsection (a), the percentage of the 
        number of conventional, conforming, single-family, owner-
        occupied, purchase money mortgages purchased by the enterprise 
        in such year that serve such families, meets or exceeds the 
        target established under subsection (c) for the year for such 
        type of family.
    ``(c) Annual Targets.--
            ``(1) In general.--The Director shall establish annual 
        targets for each goal described in subsection (a).
            ``(2) Considerations.--In establishing annual targets under 
        paragraph (1), the Director shall consider--
                    ``(A) national housing needs;
                    ``(B) economic, housing, and demographic 
                conditions;
                    ``(C) the performance and effort of the enterprises 
                toward achieving the housing goals under this section 
                in previous years;
                    ``(D) the ability of the enterprise to lead the 
                industry in making mortgage credit available;
                    ``(E) recent information submitted in compliance 
                with the Home Mortgage Disclosure Act of 1975 and such 
                other reliable mortgage data as may be available;
                    ``(F) the size of the purchase money conventional 
                mortgage market serving each of the types of families 
                described in subsection (a), relative to the size of 
                the overall purchase money mortgage market; and
                    ``(G) the need to maintain the sound financial 
                condition of the enterprises.
            ``(3) High-cost loans and inappropriate lending 
        practices.--In establishing annual targets under paragraph (1), 
        the Director shall not consider segments of the market 
        determined to be unacceptable or contrary to good lending 
        practices pursuant to section 1331(b)(2).
    ``(d) Notice of Determination and Enterprise Comment.--
            ``(1) Notice.--Within 30 days of making a determination 
        under subsection (b) regarding compliance of an enterprise for 
        a year with the housing goals established under this section 
        and before any public disclosure thereof, the Director shall 
        provide notice of the determination to the enterprise, which 
        shall include an analysis and comparison, by the Director, of 
        the performance of the enterprise for the year and the targets 
        for the year under subsection (c).
            ``(2) Comment period.--The Director shall provide each 
        enterprise and the public an opportunity to comment on the 
        determination during the 30-day period beginning upon receipt 
        by the enterprise of the notice.
    ``(e) Use of Borrower Income.--In monitoring the performance of 
each enterprise pursuant to the housing goals under this section and 
evaluating such performance (for purposes of section 1336), the 
Director shall consider a mortgagor's income to be the income of the 
mortgagor at the time of origination of the mortgage.
    ``(f) Consideration of Properties With Rental Units.--Mortgages 
financing 1-to-4 unit owner-occupied properties shall count toward the 
achievement of the single-family housing goal under this section, if 
such properties otherwise meet the requirements under this section 
notwithstanding the use of 1 or more units for rental purposes.

``SEC. 1333. SINGLE-FAMILY HOUSING REFINANCE GOALS.

    ``(a) Prepayment of Existing Loans.--
            ``(1) In general.--The Director shall establish annual 
        goals for the purchase by each enterprise of mortgages on 
        conventional, conforming, single-family, owner-occupied housing 
        given to pay off or prepay an existing loan served by the same 
        property for each of the following:
                    ``(A) Low-income families.
                    ``(B) Families that reside in low-income areas.
                    ``(C) Very low-income families.
            ``(2) Goals as percentage of total refinancing mortgage 
        purchases.--The goals described under paragraph (1) shall be 
        established as a percentage of the total number of single-
        family dwelling units refinanced by mortgage purchases of each 
        enterprise.
    ``(b) Determination of Compliance.--
            ``(1) In general.--The Director shall determine, for each 
        year that the housing goals under this section are in effect 
        pursuant to section 1331(a), whether each enterprise has 
        complied with the single-family housing refinance goals 
        established under this section for such year.
            ``(2) Compliance.--An enterprise shall be considered to be 
        in compliance with the goals of this section for a year, only 
        if, for each of the types of families described in subsection 
        (a), the percentage of the number of conventional, conforming, 
        single-family, owner-occupied refinancing mortgages purchased 
        by each enterprise in such year that serve such families, meets 
        or exceeds the target for the year for such type of family that 
        is established under subsection (c).
    ``(c) Annual Targets.--
            ``(1) In general.--The Director shall establish annual 
        targets for each goal described in subsection (a).
            ``(2) Considerations.--In establishing annual targets under 
        paragraph (1), the Director shall consider--
                    ``(A) national housing needs;
                    ``(B) economic, housing, and demographic 
                conditions;
                    ``(C) the performance and effort of the enterprises 
                toward achieving the housing goals under this section 
                in previous years;
                    ``(D) the ability of the enterprise to lead the 
                industry in making mortgage credit available;
                    ``(E) recent information submitted in compliance 
                with the Home Mortgage Disclosure Act of 1975 and such 
                other reliable mortgage data as may be available;
                    ``(F) the size of the purchase money conventional 
                mortgage market serving each of the types of families 
                described in subsection (a), relative to the size of 
                the overall purchase money mortgage market; and
                    ``(G) the need to maintain the sound financial 
                condition of the enterprises.
    ``(d) Notice of Determination and Enterprise Comment.--
            ``(1) Notice.--Within 30 days of making a determination 
        under subsection (b) regarding compliance of an enterprise for 
        a year with the housing goals established under this section 
        and before any public disclosure thereof, the Director shall 
        provide notice of the determination to the enterprise, which 
        shall include an analysis and comparison, by the Director, of 
        the performance of the enterprise for the year and the targets 
        for the year under subsection (c).
            ``(2) Comment period.--The Director shall provide each 
        enterprise and the public an opportunity to comment on the 
        determination during the 30-day period beginning upon receipt 
        by the enterprise of the notice.
    ``(e) Use of Borrower Income.--In monitoring the performance of 
each enterprise pursuant to the housing goals under this section and 
evaluating such performance (for purposes of section 1336), the 
Director shall consider a mortgagor's income to be the income of the 
mortgagor at the time of origination of the mortgage.

``SEC. 1334. MULTIFAMILY SPECIAL AFFORDABLE HOUSING GOAL.

    ``(a) Establishment.--
            ``(1) In general.--The Director shall establish, by 
        regulation, by unit, dollar volume, or percentage of 
        multifamily activity, as determined by the Director, an annual 
        goal for the purchase by each enterprise of--
                    ``(A) mortgages that finance dwelling units 
                affordable to very low-income families; and
                    ``(B) mortgages that finance dwelling units 
                assisted by the low-income housing tax credit under 
                section 42 of the Internal Revenue Code of 1986.
            ``(2) Additional requirements for smaller projects.--The 
        Director shall establish, within the housing goal established 
        under this section, additional requirements for the purchase by 
        each enterprise of mortgages described in paragraph (1) for 
        multifamily housing projects of a smaller or limited size, 
        which may be based on the number of dwelling units in the 
        project or the amount of the mortgage, or both, and shall 
        include multifamily housing projects of 5 to 50 units (as 
        adjusted by the Director), or with mortgages of up to 
        $5,000,000 (as adjusted by the Director).
            ``(3) Factors.--The Director shall establish the goal and 
        additional requirements under this section taking into 
        consideration--
                    ``(A) national multifamily mortgage credit needs;
                    ``(B) the performance and effort of the enterprise 
                in making mortgage credit available for multifamily 
                housing in previous years;
                    ``(C) the size of the multifamily mortgage market, 
                including the size of the small multifamily mortgage 
                market;
                    ``(D) the most recent information available for the 
                Residential Survey published by the Census Bureau, and 
                such other reliable data as may be available regarding 
                multifamily mortgages;
                    ``(E) the ability of the enterprise to lead the 
                industry in expanding mortgage credit availability at 
                favorable terms, especially for underserved markets, 
                such as for--
                            ``(i) small multifamily projects;
                            ``(ii) multifamily properties in need of 
                        preservation and rehabilitation; and
                            ``(iii) multifamily properties located in 
                        rural areas; and
                    ``(F) the need to maintain the sound financial 
                condition of the enterprise.
    ``(b) Units Financed by Housing Finance Agency Bonds.--The Director 
may give credit toward the achievement of the multifamily special 
affordable housing goal under this section (for purposes of section 
1336) to dwelling units in multifamily housing projects that otherwise 
qualify under such goal and that are financed by tax-exempt or taxable 
bonds issued by a State or local housing finance agency, but only if 
such bonds--
            ``(1) are secured by a guarantee of the enterprise; or
            ``(2) are not investment grade and are purchased by the 
        enterprise.
    ``(c) Use of Tenant Rent Level.--
            ``(1) In general.--The Director shall monitor the 
        performance of each enterprise in meeting the goal established 
        under this section and shall evaluate such performance (for 
        purposes of section 1336) based on whether the rent levels are 
        affordable to low-income and very low-income families.
            ``(2) Rent level.--A rent level shall be considered to be 
        affordable for purposes of this subsection for an income 
        category referred to in this subsection if it does not exceed 
        30 percent of the maximum income level of such income category, 
        with appropriate adjustments for unit size as measured by the 
        number of bedrooms.
    ``(d) Determination of Compliance.--
            ``(1) In general.--The Director shall, for each year that 
        the housing goal under this section is in effect pursuant to 
        section 1331(a), determine whether each enterprise has complied 
        with such goal and the additional requirements under subsection 
        (a)(2).
            ``(2) Compliance.--An enterprise shall be considered to be 
        in compliance with the goal described under subsection (a) for 
        a year only if the multifamily mortgage purchases of the 
        enterprise meet or exceed the goal for the year established 
        under subsection (a).
    ``(e) Consideration of Units in Single-Family Rental Housing.--In 
establishing the goal under this section, the Director may take into 
consideration the number of housing units financed by any mortgage 
purchased by an enterprise on single-family rental housing that is not 
owner-occupied.
    ``(f) Removing Credit.--The Director shall subtract from the units 
or mortgages counted toward the goal established under this section in 
a current year any units or mortgages credited toward such goal in a 
prior year if an enterprise requires a lender to repurchase, or 
reimburse for losses, or indemnify the enterprise against potential 
losses on such units or mortgages.
    ``(g) Notice of Determination and Enterprise Comment.--
            ``(1) Notice.--Within 30 days of making a determination 
        under subsection (d) regarding compliance of an enterprise for 
        a year with the housing goal established under this section and 
        before any public disclosure thereof, the Director shall 
        provide notice of the determination to the enterprise, which 
        shall include an analysis and comparison, by the Director, of 
        the performance of the enterprise for the year and the goal for 
        the year under subsection (a).
            ``(2) Comment period.--The Director shall provide each 
        enterprise and the public an opportunity to comment on the 
        determination during the 30-day period beginning upon receipt 
        by the enterprise of the notice.''.
    (c) Conforming Amendments.--The Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 is amended--
            (1) in section 1335(a) (12 U.S.C. 4565(a)), in the matter 
        preceding paragraph (1), by striking ``low- and moderate-income 
        housing goal'' and all that follows through ``section 1334'' 
        and inserting ``housing goals established under this subpart''; 
        and
            (2) in section 1336(a)(1) (12 U.S.C. 4566(a)(1)), by 
        striking ``sections 1332, 1333, and 1334,'' and inserting 
        ``this subpart''.
    (d) Definitions.--Section 1303 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4502) is 
amended--
            (1) by striking paragraph (24), as so designated by section 
        2 of this Act, and inserting the following:
            ``(24) Very low-income.--The term `very low-income' means--
                    ``(A) in the case of owner-occupied units, families 
                having incomes not greater than 50 percent of the area 
                median income; and
                    ``(B) in the case of rental units, families having 
                incomes not greater than 50 percent of the area median 
                income, with adjustments for smaller and larger 
                families, as determined by the Director.''; and
            (2) by adding at the end the following:
            ``(26) Conforming mortgage.--The term `conforming mortgage' 
        means, with respect to an enterprise, a conventional mortgage 
        having an original principal obligation that does not exceed 
        the applicable dollar limitation, in effect at the time of such 
        origination, under--
                    ``(A) section 302(b)(2) of the Federal National 
                Mortgage Association Charter Act; or
                    ``(B) section 305(a)(2) of the Federal Home Loan 
                Mortgage Corporation Act.
            ``(27) Extremely low-income.--The term `extremely low-
        income' means--
                    ``(A) in the case of owner-occupied units, income 
                not in excess of 30 percent of the area median income; 
                and
                    ``(B) in the case of rental units, income not in 
                excess of 30 percent of the area median income, with 
                adjustments for smaller and larger families, as 
                determined by the Director.
            ``(28) Low-income area.--The term `low-income area' means a 
        census tract or block numbering area in which the median income 
        does not exceed 80 percent of the median income for the area in 
        which such census tract or block numbering area is located, 
        and, for the purposes of section 1332(a)(2), shall include 
        families having incomes not greater than 100 percent of the 
        area median income who reside in minority census tracts.
            ``(29) Minority census tract.--The term `minority census 
        tract' means a census tract that has a minority population of 
        at least 30 percent and a median family income of less than 100 
        percent of the area family median income.
            ``(30) Shortage of standard rental units both affordable 
        and available to extremely low-income renter households.--
                    ``(A) In general.--The term `shortage of standard 
                rental units both affordable and available to extremely 
                low-income renter households' means the gap between--
                            ``(i) the number of units with complete 
                        plumbing and kitchen facilities with a rent 
                        that is 30 percent or less of 30 percent of the 
                        adjusted area median income as determined by 
                        the Director that are occupied by extremely 
                        low-income renter households or are vacant for 
                        rent; and
                            ``(ii) the number of extremely low-income 
                        renter households.
                    ``(B) Rule of construction.--If the number of units 
                described in subparagraph (A)(i) exceeds the number of 
                extremely low-income households as described in 
                subparagraph (A)(ii), there is no shortage.
            ``(31) Shortage of standard rental units both affordable 
        and available to very low-income renter households.--
                    ``(A) In general.--The term `shortage of standard 
                rental units both affordable and available to very low-
                income renter households' means the gap between--
                            ``(i) the number of units with complete 
                        plumbing and kitchen facilities with a rent 
                        that is 30 percent or less of 50 percent of the 
                        adjusted area median income as determined by 
                        the Director that are occupied by either 
                        extremely low- or very low-income renter 
                        households or are vacant for rent; and
                            ``(ii) the number of extremely low- and 
                        very low-income renter households.
                    ``(B) Rule of construction.--If the number of units 
                described in subparagraph (A)(i) exceeds the number of 
                extremely low- and very low-income households as 
                described in subparagraph (A)(ii), there is no 
                shortage.''.

SEC. 129. DUTY TO SERVE UNDERSERVED MARKETS.

    (a) Establishment and Evaluation of Performance.--Section 1335 of 
the Federal Housing Enterprises Financial Safety and Soundness Act of 
1992 (12 U.S.C. 4565) is amended--
            (1) in the section heading, by inserting ``duty to serve 
        underserved markets and'' before ``other'';
            (2) by striking subsection (b);
            (3) in subsection (a)--
                    (A) in the matter preceding paragraph (1), by 
                inserting ``and to carry out the duty under subsection 
                (a) of this section'' before ``, each enterprise 
                shall'';
                    (B) in paragraph (3), by inserting ``and'' after 
                the semicolon at the end;
                    (C) in paragraph (4), by striking ``; and'' and 
                inserting a period;
                    (D) by striking paragraph (5); and
                    (E) by redesignating such subsection as subsection 
                (b);
            (4) by inserting before subsection (b) (as so redesignated 
        by paragraph (3)(E) of this subsection) the following new 
        subsection:
    ``(a) Duty To Serve Underserved Markets.--
            ``(1) Duty.--In accordance with the purpose of the 
        enterprises under section 301(3) of the Federal National 
        Mortgage Association Charter Act (12 U.S.C. 1716) and section 
        301(b)(3) of the Federal Home Loan Mortgage Corporation Act (12 
        U.S.C. 1451 note) to undertake activities relating to mortgages 
        on housing for very low-, low-, and moderate-income families 
        involving a reasonable economic return that may be less than 
        the return earned on other activities, each enterprise shall 
        have the duty to increase the liquidity of mortgage investments 
        and improve the distribution of investment capital available 
        for mortgage financing for underserved markets by purchasing or 
        securitizing mortgage investments.
            ``(2) Underserved markets.--To meet its duty under 
        paragraph (1), each enterprise shall comply with the following 
        requirements with respect to the following underserved markets:
                    ``(A) Manufactured housing.--The enterprise shall 
                lead the industry in developing loan products and 
                flexible underwriting guidelines to facilitate a 
                secondary market for mortgages on manufactured homes 
                for very low-, low-, and moderate-income families.
                    ``(B) Affordable housing preservation.--The 
                enterprise shall lead the industry in developing loan 
                products and flexible underwriting guidelines to 
                facilitate a secondary market to preserve housing 
                affordable to very
                low-, low-, and moderate-income families, including 
                housing projects subsidized under--
                            ``(i) the project-based and tenant-based 
                        rental assistance programs under section 8 of 
                        the United States Housing Act of 1937;
                            ``(ii) the program under section 236 of the 
                        National Housing Act;
                            ``(iii) the below-market interest rate 
                        mortgage program under section 221(d)(4) of the 
                        National Housing Act;
                            ``(iv) the supportive housing for the 
                        elderly program under section 202 of the 
                        Housing Act of 1959;
                            ``(v) the supportive housing program for 
                        persons with disabilities under section 811 of 
                        the Cranston-Gonzalez National Affordable 
                        Housing Act;
                            ``(vi) the programs under title IV of the 
                        McKinney-Vento Homeless Assistance Act (42 
                        U.S.C. 11361 et seq.), but only permanent 
                        supportive housing projects subsidized under 
                        such programs; and
                            ``(vii) the rural rental housing program 
                        under section 515 of the Housing Act of 1949.
                    ``(C) Rural and other underserved markets.--The 
                enterprise shall lead the industry in developing loan 
                products and flexible underwriting guidelines to 
                facilitate a secondary market for mortgages on housing 
                for very
                low-, low-, and moderate-income families in rural 
                areas, and for mortgages for housing for any other 
                underserved market for very low-, low-, and moderate-
                income families that the Director identifies as lacking 
                adequate credit through conventional lending sources. 
                Such underserved markets may be identified by borrower 
                type, market segment, or geographic area.''; and
            (5) by adding at the end the following new subsection:
    ``(c) Evaluation and Reporting of Compliance.--
            ``(1) In general.--Not later than 6 months after the 
        effective date of the Federal Housing Finance Regulatory Reform 
        Act of 2008, the Director shall establish a manner for 
        evaluating whether, and the extent to which, the enterprises 
        have complied with the duty under subsection (a) to serve 
        underserved markets and for rating the extent of such 
        compliance. Using such method, the Director shall, for each 
        year, evaluate such compliance and rate the performance of each 
        enterprise as to extent of compliance. The Director shall 
        include such evaluation and rating for each enterprise for a 
        year in the report for that year submitted pursuant to section 
        1319B(a).
            ``(2) Separate evaluations.--In determining whether an 
        enterprise has complied with the duty referred to in paragraph 
        (1), the Director shall separately evaluate whether the 
        enterprise has complied with such duty with respect to each of 
        the underserved markets identified in subsection (a), taking 
        into consideration--
                    ``(A) the development of loan products and more 
                flexible underwriting guidelines;
                    ``(B) the extent of outreach to qualified loan 
                sellers in each of such underserved markets; and
                    ``(C) the volume of loans purchased in each of such 
                underserved markets.
            ``(3) Manufactured housing market.--In determining whether 
        an enterprise has complied with the duty under subparagraph (A) 
        of subsection (a)(2), the Director may consider loans secured 
        by both real and personal property.''.
    (b) Enforcement.--Subsection (a) of section 1336 of the Housing and 
Community Development Act of 1992 (12 U.S.C. 4566(a)) is amended--
            (1) in paragraph (1), by inserting ``and with the duty 
        under section 1335(a) of each enterprise with respect to 
        underserved markets,'' before ``as provided in this section''; 
        and
            (2) by adding at the end of such subsection, as amended by 
        the preceding provisions of this subtitle, the following new 
        paragraph:
            ``(4) Enforcement of duty to provide mortgage credit to 
        underserved markets.--The duty under section 1335(a) of each 
        enterprise to serve underserved markets (as determined in 
        accordance with section 1335(c)) shall be enforceable under 
        this section to the same extent and under the same provisions 
        that the housing goals established under this subpart are 
        enforceable. Such duty shall not be enforceable under any other 
        provision of this title (including subpart C of this part) 
        other than this section or under any provision of the Federal 
        National Mortgage Association Charter Act or the Federal Home 
        Loan Mortgage Corporation Act.''.

SEC. 130. MONITORING AND ENFORCING COMPLIANCE WITH HOUSING GOALS.

    (a) In General.--Section 1336 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4566) is amended 
by striking subsections (b) and (c) and inserting the following:
    ``(b) Notice and Preliminary Determination of Failure To Meet 
Goals.--
            ``(1) Notice.--If the Director preliminarily determines 
        that an enterprise has failed, or that there is a substantial 
        probability that an enterprise will fail, to meet any housing 
        goal under this subpart, the Director shall provide written 
        notice to the enterprise of such a preliminary determination, 
        the reasons for such determination, and the information on 
        which the Director based the determination.
            ``(2) Response period.--
                    ``(A) In general.--During the 30-day period 
                beginning on the date on which an enterprise is 
                provided notice under paragraph (1), the enterprise may 
                submit to the Director any written information that the 
                enterprise considers appropriate for consideration by 
                the Director in finally determining whether such 
                failure has occurred or whether the achievement of such 
                goal was or is feasible.
                    ``(B) Extended period.--The Director may extend the 
                period under subparagraph (A) for good cause for not 
                more than 30 additional days.
                    ``(C) Shortened period.--The Director may shorten 
                the period under subparagraph (A) for good cause.
                    ``(D) Failure to respond.--The failure of an 
                enterprise to provide information during the 30-day 
                period under this paragraph (as extended or shortened) 
                shall waive any right of the enterprise to comment on 
                the proposed determination or action of the Director.
            ``(3) Consideration of information and final 
        determination.--
                    ``(A) In general.--After the expiration of the 
                response period under paragraph (2), or upon receipt of 
                information provided during such period by the 
                enterprise, whichever occurs earlier, the Director 
                shall issue a final determination on--
                            ``(i) whether the enterprise has failed, or 
                        there is a substantial probability that the 
                        enterprise will fail, to meet the housing goal; 
                        and
                            ``(ii) whether (taking into consideration 
                        market and economic conditions and the 
                        financial condition of the enterprise) the 
                        achievement of the housing goal was or is 
                        feasible.
                    ``(B) Considerations.--In making a final 
                determination under subparagraph (A), the Director 
                shall take into consideration any relevant information 
                submitted by the enterprise during the response period.
                    ``(C) Notice.--The Director shall provide written 
                notice, including a response to any information 
                submitted during the response period, to the 
                enterprise, the Committee on Banking, Housing, and 
                Urban Affairs of the Senate, and the Committee on 
                Financial Services of the House of Representatives, 
                of--
                            ``(i) each final determination under this 
                        paragraph that an enterprise has failed, or 
                        that there is a substantial probability that 
                        the enterprise will fail, to meet a housing 
                        goal;
                            ``(ii) each final determination that the 
                        achievement of a housing goal was or is 
                        feasible; and
                            ``(iii) the reasons for each such final 
                        determination.
    ``(c) Cease and Desist, Civil Money Penalties, and Remedies 
Including Housing Plans.--
            ``(1) Requirement.--If the Director finds, pursuant to 
        subsection (b), that there is a substantial probability that an 
        enterprise will fail, or has actually failed, to meet any 
        housing goal under this subpart, and that the achievement of 
        the housing goal was or is feasible, the Director may require 
        that the enterprise submit a housing plan under this 
        subsection. If the Director makes such a finding and the 
        enterprise refuses to submit such a plan, submits an 
        unacceptable plan, fails to comply with the plan, or the 
        Director finds that the enterprise has failed to meet any 
        housing goal under this subpart, in addition to requiring an 
        enterprise to submit a housing plan, the Director may issue a 
        cease and desist order in accordance with section 1341, impose 
        civil money penalties in accordance with section 1345, or order 
        other remedies as set forth in paragraph (7).
            ``(2) Housing plan.--If the Director requires a housing 
        plan under this subsection, such a plan shall be--
                    ``(A) a feasible plan describing the specific 
                actions the enterprise will take--
                            ``(i) to achieve the goal for the next 
                        calendar year; and
                            ``(ii) if the Director determines that 
                        there is a substantial probability that the 
                        enterprise will fail to meet a goal in the 
                        current year, to make such improvements and 
                        changes in its operations as are reasonable in 
                        the remainder of such year; and
                    ``(B) sufficiently specific to enable the Director 
                to monitor compliance periodically.
            ``(3) Deadline for submission.--The Director shall 
        establish a deadline for an enterprise to comply with any 
        remedial action or submit a housing plan to the Director, which 
        may not be more than 45 days after the enterprise is provided 
        notice. The Director may extend the deadline to the extent that 
        the Director determines necessary. Any extension of the 
        deadline shall be in writing and for a time certain.
            ``(4) Approval.--The Director shall review each submission 
        by an enterprise, including a housing plan submitted under this 
        subsection, and, not later than 30 days after submission, 
        approve or disapprove the plan or other action. The Director 
        may extend the period for approval or disapproval for a single 
        additional 30-day period if the Director determines it 
        necessary. The Director shall approve any plan that the 
        Director determines is likely to succeed, and conforms with the 
        Federal National Mortgage Association Charter Act or the 
        Federal Home Loan Mortgage Corporation Act (as applicable), 
        this title, and any other applicable provision of law.
            ``(5) Notice of approval and disapproval.--The Director 
        shall provide written notice to any enterprise submitting a 
        housing plan of the approval or disapproval of the plan (which 
        shall include the reasons for any disapproval of the plan) and 
        of any extension of the period for approval or disapproval.
            ``(6) Resubmission.--If the initial housing plan submitted 
        by an enterprise under this section is disapproved, the 
        enterprise shall submit an amended plan acceptable to the 
        Director not later than 15 days after such disapproval, or such 
        longer period that the Director determines is in the public 
        interest.
            ``(7) Additional remedies for failure to meet goals.--In 
        addition to ordering a housing plan under this section, issuing 
        cease and desist orders under section 1341, and ordering civil 
        money penalties under section 1345, the Director may--
                    ``(A) seek other actions when an enterprise fails 
                to meet a goal; and
                    ``(B) exercise appropriate enforcement authority 
                available to the Director under this Act.''.
    (b) Conforming Amendment.--The heading for subpart C of part 2 of 
subtitle A of the Federal Housing Enterprises Financial Safety and 
Soundness Act of 1992 is amended to read as follows:

                      ``Subpart C--Enforcement''.

    (c) Cease and Desist Proceedings .--
            (1) Repeal.--Section 1341 of the Federal Housing 
        Enterprises Financial Safety and Soundness Act of 1992 (12 
        U.S.C. 4581) is hereby repealed.
            (2) Cease and desist proceedings.--The Federal Housing 
        Enterprises Financial Safety and Soundness Act of 1992 is 
        amended by inserting before section 1342 the following:

``SEC. 1341. CEASE AND DESIST PROCEEDINGS.

    ``(a) Grounds for Issuance.--The Director may issue and serve a 
notice of charges under this section upon an enterprise if the Director 
determines that--
            ``(1) the enterprise has failed to meet any housing goal 
        established under subpart B, following a written notice and 
        determination of such failure in accordance with section 1336;
            ``(2) the enterprise has failed to submit a report under 
        section 1327, following a notice of such failure, an 
        opportunity for comment by the enterprise, and a final 
        determination by the Director;
            ``(3) the enterprise has failed to submit the information 
        required under subsection (m) or (n) of section 309 of the 
        Federal National Mortgage Association Charter Act, or 
        subsection (e) or (f) of section 307 of the Federal Home Loan 
        Mortgage Corporation Act;
            ``(4) the enterprise has violated any provision of part 2 
        of this title or any order, rule, or regulation under part 2;
            ``(5) the enterprise has failed to submit a housing plan or 
        perform its responsibilities under a remedial order that 
        substantially complies with section 1336(c) within the 
        applicable period; or
            ``(6) the enterprise has failed to comply with a housing 
        plan under section 1336(c).
    ``(b) Procedure.--
            ``(1) Notice of charges.--Each notice of charges issued 
        under this section shall contain a statement of the facts 
        constituting the alleged conduct and shall fix a time and place 
        at which a hearing will be held to determine on the record 
        whether an order to cease and desist from such conduct should 
        issue.
            ``(2) Issuance of order.--If the Director finds on the 
        record made at a hearing described in paragraph (1) that any 
        conduct specified in the notice of charges has been established 
        (or the enterprise consents pursuant to section 1342(a)(4)), 
        the Director may issue and serve upon the enterprise an order 
        requiring the enterprise to--
                    ``(A) comply with the goals;
                    ``(B) submit a report under section 1327;
                    ``(C) comply with any provision of part 2 of this 
                title or any order, rule, or regulation under part 2;
                    ``(D) submit a housing plan in compliance with 
                section 1336(c);
                    ``(E) comply with the housing plan in compliance 
                with section 1336(c); or
                    ``(F) provide the information required under 
                subsection (m) or (n) of section 309 of the Federal 
                National Mortgage Association Charter Act, or 
                subsection (e) or (f) of section 307 of the Federal 
                Home Loan Mortgage Corporation Act.
    ``(c) Effective Date.--An order under this section shall become 
effective upon the expiration of the 30-day period beginning on the 
date of service of the order upon the enterprise (except in the case of 
an order issued upon consent, which shall become effective at the time 
specified therein), and shall remain effective and enforceable as 
provided in the order, except to the extent that the order is stayed, 
modified, terminated, or set aside by action of the Director or 
otherwise, as provided in this subpart.''.
    (d) Civil Money Penalties.--
            (1) Repeal.--Section 1345 of the Federal Housing 
        Enterprises Financial Safety and Soundness Act of 1992 (12 
        U.S.C. 4585) is hereby repealed.
            (2) Civil money penalties.--The Federal Housing Enterprises 
        Financial Safety and Soundness Act of 1992 is amended by 
        inserting after section 1344 the following:

``SEC. 1345. CIVIL MONEY PENALTIES.

    ``(a) Authority.--The Director may impose a civil money penalty, in 
accordance with the provisions of this section, on any enterprise that 
has failed to--
            ``(1) meet any housing goal established under subpart B, 
        following a written notice and determination of such failure in 
        accordance with section 1336(b);
            ``(2) submit a report under section 1327, following a 
        notice of such failure, an opportunity for comment by the 
        enterprise, and a final determination by the Director;
            ``(3) submit the information required under subsection (m) 
        or (n) of section 309 of the Federal National Mortgage 
        Association Charter Act or subsection (e) or (f) of section 307 
        of the Federal Home Loan Mortgage Corporation Act;
            ``(4) comply with any provision of part 2 of this title or 
        any order, rule, or regulation under part 2;
            ``(5) submit a housing plan or perform its responsibilities 
        under a remedial order issued pursuant to section 1336(c) 
        within the required period; or
            ``(6) comply with a housing plan for the enterprise under 
        section 1336(c).
    ``(b) Amount of Penalty.--The amount of a penalty under this 
section, as determined by the Director, may not exceed--
            ``(1) for any failure described in paragraph (1), (5), or 
        (6) of subsection (a), $100,000 for each day that the failure 
        occurs; and
            ``(2) for any failure described in paragraph (2), (3), or 
        (4) of subsection (a), $50,000 for each day that the failure 
        occurs.
    ``(c) Procedures.--
            ``(1) Establishment.--The Director shall establish 
        standards and procedures governing the imposition of civil 
        money penalties under this section. Such standards and 
        procedures--
                    ``(A) shall provide for the Director to notify the 
                enterprise in writing of the determination of the 
                Director to impose the penalty, which shall be made on 
                the record;
                    ``(B) shall provide for the imposition of a penalty 
                only after the enterprise has been given an opportunity 
                for a hearing on the record pursuant to section 1342; 
                and
                    ``(C) may provide for review by the Director of any 
                determination or order, or interlocutory ruling, 
                arising from a hearing.
            ``(2) Factors in determining amount of penalty.--In 
        determining the amount of a penalty under this section, the 
        Director shall give consideration to factors including--
                    ``(A) the gravity of the offense;
                    ``(B) any history of prior offenses;
                    ``(C) ability to pay the penalty;
                    ``(D) injury to the public;
                    ``(E) benefits received;
                    ``(F) deterrence of future violations;
                    ``(G) the length of time that the enterprise should 
                reasonably take to achieve the goal; and
                    ``(H) such other factors as the Director may 
                determine, by regulation, to be appropriate.
    ``(d) Action To Collect Penalty.--If an enterprise fails to comply 
with an order by the Director imposing a civil money penalty under this 
section, after the order is no longer subject to review, as provided in 
sections 1342 and 1343, the Director may bring an action in the United 
States District Court for the District of Columbia to obtain a monetary 
judgment against the enterprise, and such other relief as may be 
available. The monetary judgment may, in the court's discretion, 
include the attorneys' fees and other expenses incurred by the United 
States in connection with the action. In an action under this 
subsection, the validity and appropriateness of the order imposing the 
penalty shall not be subject to review.
    ``(e) Settlement by Director.--The Director may compromise, modify, 
or remit any civil money penalty which may be, or has been, imposed 
under this section.''.
    (e) Director Authority.--
            (1) Authority to bring a civil action.--Section 1344(a) of 
        the Federal Housing Enterprises Financial Safety and Soundness 
        Act of 1992 (12 U.S.C. 4584) is amended by striking ``The 
        Secretary may request the Attorney General of the United States 
        to bring a civil action'' and inserting ``The Director may 
        bring a civil action''.
            (2) Subpoena enforcement.--Section 1348(c) of the Federal 
        Housing Enterprises Financial Safety and Soundness Act of 1992 
        (12 U.S.C. 4588(c)) is amended by inserting ``may bring an 
        action or'' before ``may request''.
            (3) Conforming amendments.--Subpart C of part 2 of subtitle 
        A of the Federal Housing Enterprises Financial Safety and 
        Soundness Act of 1992 (12 U.S.C. 4581 et seq.) is amended by 
        striking ``Secretary'' each place that term appears and 
        inserting ``Director'' in each of--
                    (A) section 1342 (12 U.S.C. 4582);
                    (B) section 1343 (12 U.S.C. 4583);
                    (C) section 1346 (12 U.S.C. 4586);
                    (D) section 1347 (12 U.S.C. 4587); and
                    (E) section 1348 (12 U.S.C. 4588).

SEC. 131. TRANSFER AND RIGHTS OF CERTAIN HUD EMPLOYEES.

    (a) Transfer.--Each employee of the Department of Housing and Urban 
Development whose position responsibilities primarily involve the 
establishment and enforcement of the housing goals under subpart B of 
part 2 of subtitle A of the Federal Housing Enterprises Financial 
Safety and Soundness Act of 1992 (12 U.S.C. 4561 et seq.) shall be 
transferred to the Federal Housing Finance Agency for employment, not 
later than the effective date of the Federal Housing Finance Regulatory 
Reform Act of 2008, and such transfer shall be deemed a transfer of 
function for purposes of section 3503 of title 5, United States Code.
    (b) Guaranteed Positions.--
            (1) In general.--Each employee transferred under subsection 
        (a) shall be guaranteed a position with the same status, 
        tenure, grade, and pay as that held on the day immediately 
        preceding the transfer.
            (2) No involuntary separation or reduction.--An employee 
        transferred under subsection (a) holding a permanent position 
        on the day immediately preceding the transfer may not be 
        involuntarily separated or reduced in grade or compensation 
        during the 12-month period beginning on the date of transfer, 
        except for cause, or, in the case of a temporary employee, 
        separated in accordance with the terms of the appointment of 
        the employee.
    (c) Appointment Authority for Excepted and Senior Executive Service 
Employees.--
            (1) In general.--In the case of an employee occupying a 
        position in the excepted service or the Senior Executive 
        Service, any appointment authority established under law or by 
        regulations of the Office of Personnel Management for filling 
        such position shall be transferred, subject to paragraph (2).
            (2) Decline of transfer.--The Director may decline a 
        transfer of authority under paragraph (1) to the extent that 
        such authority relates to--
                    (A) a position excepted from the competitive 
                service because of its confidential, policymaking, 
                policy-determining, or policy-advocating character; or
                    (B) a noncareer position in the Senior Executive 
                Service (within the meaning of section 3132(a)(7) of 
                title 5, United States Code).
    (d) Reorganization.--If the Director determines, after the end of 
the 1-year period beginning on the effective date of the Federal 
Housing Finance Regulatory Reform Act of 2008, that a reorganization of 
the combined workforce is required, that reorganization shall be deemed 
a major reorganization for purposes of affording affected employee 
retirement under section 8336(d)(2) or 8414(b)(1)(B) of title 5, United 
States Code.
    (e) Employee Benefit Programs.--
            (1) In general.--Any employee described under subsection 
        (a) accepting employment with the Agency as a result of a 
        transfer under subsection (a) may retain, for 12 months after 
        the date on which such transfer occurs, membership in any 
        employee benefit program of the Agency or the Department of 
        Housing and Urban Development, as applicable, including 
        insurance, to which such employee belongs on such effective 
        date, if--
                    (A) the employee does not elect to give up the 
                benefit or membership in the program; and
                    (B) the benefit or program is continued by the 
                Director of the Federal Housing Finance Agency.
            (2) Cost differential.--
                    (A) In general.--The difference in the costs 
                between the benefits which would have been provided by 
                the Department of Housing and Urban Development and 
                those provided by this section shall be paid by the 
                Director.
                    (B) Health insurance.--If any employee elects to 
                give up membership in a health insurance program or the 
                health insurance program is not continued by the 
                Director, the employee shall be permitted to select an 
                alternate Federal health insurance program not later 
                than 30 days after the date of such election or notice, 
                without regard to any other regularly scheduled open 
                season.

                  Subtitle C--Prompt Corrective Action

SEC. 141. CRITICAL CAPITAL LEVELS.

    (a) In General.--Section 1363 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4613) is 
amended--
            (1) by striking ``For'' and inserting ``(a) Enterprises.--
        For''; and
            (2) by adding at the end the following new subsection:
    ``(b) Federal Home Loan Banks.--
            ``(1) In general.--For purposes of this subtitle, the 
        critical capital level for each Federal Home Loan Bank shall be 
        such amount of capital as the Director shall, by regulation, 
        require.
            ``(2) Consideration of other critical capital levels.--In 
        establishing the critical capital level under paragraph (1) for 
        the Federal Home Loan Banks, the Director shall take due 
        consideration of the critical capital level established under 
        subsection (a) for the enterprises, with such modifications as 
        the Director determines to be appropriate to reflect the 
        difference in operations between the banks and the 
        enterprises.''.
    (b) Regulations.--Not later than the expiration of the 180-day 
period beginning on the date of enactment of this Act, the Director of 
the Federal Housing Finance Agency shall issue regulations pursuant to 
section 1363(b) of the Federal Housing Enterprises Financial Safety and 
Soundness Act of 1992 (as added by this section) establishing the 
critical capital level under such section.

SEC. 142. CAPITAL CLASSIFICATIONS.

    (a) In General.--Section 1364 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4614) is 
amended--
            (1) in the heading for subsection (a) by striking ``In 
        General'' and inserting ``Enterprises'';
            (2) in subsection (c)--
                    (A) by striking ``subsection (b)'' and inserting 
                ``subsection (c)'';
                    (B) by striking ``enterprises'' and inserting 
                ``regulated entities''; and
                    (C) by striking the last sentence;
            (3) by redesignating subsections (c) (as so amended by 
        paragraph (2) of this subsection) and (d) as subsections (d) 
        and (f), respectively;
            (4) by striking subsection (b) and inserting the following:
    ``(b) Federal Home Loan Banks.--
            ``(1) Establishment and criteria.--For purposes of this 
        subtitle, the Director shall, by regulation--
                    ``(A) establish the capital classifications 
                specified under paragraph (2) for the Federal Home Loan 
                Banks;
                    ``(B) establish criteria for each such capital 
                classification based on the amount and types of capital 
                held by a bank and the risk-based, minimum, and 
                critical capital levels for the banks and taking due 
                consideration of the capital classifications 
                established under subsection (a) for the enterprises, 
                with such modifications as the Director determines to 
                be appropriate to reflect the difference in operations 
                between the banks and the enterprises; and
                    ``(C) shall classify the Federal Home Loan Banks 
                according to such capital classifications.
            ``(2) Classifications.--The capital classifications 
        specified under this paragraph are--
                    ``(A) adequately capitalized;
                    ``(B) undercapitalized;
                    ``(C) significantly undercapitalized; and
                    ``(D) critically undercapitalized.
    ``(c) Discretionary Classification.--
            ``(1) Grounds for reclassification.--The Director may 
        reclassify a regulated entity under paragraph (2) if--
                    ``(A) at any time, the Director determines in 
                writing that the regulated entity is engaging in 
                conduct that could result in a rapid depletion of core 
                or total capital or the value of collateral pledged as 
                security has decreased significantly or that the value 
                of the property subject to any mortgage held by the 
                regulated entity (or securitized in the case of an 
                enterprise) has decreased significantly;
                    ``(B) after notice and an opportunity for hearing, 
                the Director determines that the regulated entity is in 
                an unsafe or unsound condition; or
                    ``(C) pursuant to section 1371(b), the Director 
                deems the regulated entity to be engaging in an unsafe 
                or unsound practice.
            ``(2) Reclassification.--In addition to any other action 
        authorized under this title, including the reclassification of 
        a regulated entity for any reason not specified in this 
        subsection, if the Director takes any action described in 
        paragraph (1), the Director may classify a regulated entity--
                    ``(A) as undercapitalized, if the regulated entity 
                is otherwise classified as adequately capitalized;
                    ``(B) as significantly undercapitalized, if the 
                regulated entity is otherwise classified as 
                undercapitalized; and
                    ``(C) as critically undercapitalized, if the 
                regulated entity is otherwise classified as 
                significantly undercapitalized.''; and
            (5) by inserting after subsection (d) (as so redesignated 
        by paragraph (3) of this subsection), the following new 
        subsection:
    ``(e) Restriction on Capital Distributions.--
            ``(1) In general.--A regulated entity shall make no capital 
        distribution if, after making the distribution, the regulated 
        entity would be undercapitalized.
            ``(2) Exception.--Notwithstanding paragraph (1), the 
        Director may permit a regulated entity, to the extent 
        appropriate or applicable, to repurchase, redeem, retire, or 
        otherwise acquire shares or ownership interests if the 
        repurchase, redemption, retirement, or other acquisition--
                    ``(A) is made in connection with the issuance of 
                additional shares or obligations of the regulated 
                entity in at least an equivalent amount; and
                    ``(B) will reduce the financial obligations of the 
                regulated entity or otherwise improve the financial 
                condition of the entity.''.
    (b) Regulations.--Not later than the expiration of the 180-day 
period beginning on the date of enactment of this Act, the Director of 
the Federal Housing Finance Agency shall issue regulations to carry out 
section 1364(b) of the Federal Housing Enterprises Financial Safety and 
Soundness Act of 1992 (as added by this section), relating to capital 
classifications for the Federal Home Loan Banks.

SEC. 143. SUPERVISORY ACTIONS APPLICABLE TO UNDERCAPITALIZED REGULATED 
              ENTITIES.

    Section 1365 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4615) is amended--
            (1) by striking ``the enterprise'' each place that term 
        appears and inserting ``the regulated entity'';
            (2) by striking ``An enterprise'' each place that term 
        appears and inserting ``A regulated entity'';
            (3) by striking ``an enterprise'' each place that term 
        appears and inserting ``a regulated entity'';
            (4) in subsection (a)--
                    (A) by redesignating paragraphs (1) and (2) as 
                paragraphs (2) and (3), respectively;
                    (B) by inserting before paragraph (2), as 
                redesignated, the following:
            ``(1) Required monitoring.--The Director shall--
                    ``(A) closely monitor the condition of any 
                undercapitalized regulated entity;
                    ``(B) closely monitor compliance with the capital 
                restoration plan, restrictions, and requirements 
                imposed on an undercapitalized regulated entity under 
                this section; and
                    ``(C) periodically review the plan, restrictions, 
                and requirements applicable to an undercapitalized 
                regulated entity to determine whether the plan, 
                restrictions, and requirements are achieving the 
                purpose of this section.''; and
                    (C) by adding at the end the following:
            ``(4) Restriction of asset growth.--An undercapitalized 
        regulated entity shall not permit its average total assets 
        during any calendar quarter to exceed its average total assets 
        during the preceding calendar quarter, unless--
                    ``(A) the Director has accepted the capital 
                restoration plan of the regulated entity;
                    ``(B) any increase in total assets is consistent 
                with the capital restoration plan; and
                    ``(C) the ratio of tangible equity to assets of the 
                regulated entity increases during the calendar quarter 
                at a rate sufficient to enable the regulated entity to 
                become adequately capitalized within a reasonable time.
            ``(5) Prior approval of acquisitions and new activities.--
        An undercapitalized regulated entity shall not, directly or 
        indirectly, acquire any interest in any entity or engage in any 
        new activity, unless--
                    ``(A) the Director has accepted the capital 
                restoration plan of the regulated entity, the regulated 
                entity is implementing the plan, and the Director 
                determines that the proposed action is consistent with 
                and will further the achievement of the plan; or
                    ``(B) the Director determines that the proposed 
                action will further the purpose of this subtitle.'';
            (5) in subsection (b)--
                    (A) in the subsection heading, by striking 
                ``Discretionary'';
                    (B) in the matter preceding paragraph (1), by 
                striking ``may'' and inserting ``shall''; and
                    (C) in paragraph (2)--
                            (i) by striking ``make, in good faith, 
                        reasonable efforts necessary to''; and
                            (ii) by striking the period at the end and 
                        inserting ``in any material respect.''; and
            (6) by striking subsection (c) and inserting the following:
    ``(c) Other Discretionary Safeguards.--The Director may take, with 
respect to an undercapitalized regulated entity, any of the actions 
authorized to be taken under section 1366 with respect to a 
significantly undercapitalized regulated entity, if the Director 
determines that such actions are necessary to carry out the purpose of 
this subtitle.''.

SEC. 144. SUPERVISORY ACTIONS APPLICABLE TO SIGNIFICANTLY 
              UNDERCAPITALIZED REGULATED ENTITIES.

    Section 1366 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4616) is amended--
            (1) in subsection (a)(2), by striking ``undercapitalized 
        enterprise'' and inserting ``undercapitalized'';
            (2) by striking ``the enterprise'' each place that term 
        appears and inserting ``the regulated entity'';
            (3) by striking ``An enterprise'' each place that term 
        appears and inserting ``A regulated entity'';
            (4) by striking ``an enterprise'' each place that term 
        appears and inserting ``a regulated entity'';
            (5) in subsection (b)--
                    (A) in the subsection heading, by striking 
                ``Discretionary Supervisory'' and inserting 
                ``Specific'';
                    (B) in the matter preceding paragraph (1), by 
                striking ``may, at any time, take any'' and inserting 
                ``shall carry out this section by taking, at any time, 
                1 or more'';
                    (C) by striking paragraph (6);
                    (D) by redesignating paragraph (5) as paragraph 
                (6);
                    (E) by inserting after paragraph (4) the following:
            ``(5) Improvement of management.--Take 1 or more of the 
        following actions:
                    ``(A) New election of board.--Order a new election 
                for the board of directors of the regulated entity.
                    ``(B) Dismissal of directors or executive 
                officers.--Require the regulated entity to dismiss from 
                office any director or executive officer who had held 
                office for more than 180 days immediately before the 
                date on which the regulated entity became 
                undercapitalized. Dismissal under this subparagraph 
                shall not be construed to be a removal pursuant to the 
                enforcement powers of the Director under section 1377.
                    ``(C) Employ qualified executive officers.--Require 
                the regulated entity to employ qualified executive 
                officers (who, if the Director so specifies, shall be 
                subject to approval by the Director).''; and
                    (F) by adding at the end the following:
            ``(7) Other action.--Require the regulated entity to take 
        any other action that the Director determines will better carry 
        out the purpose of this section than any of the other actions 
        specified in this subsection.''; and
            (6) by striking subsection (c) and inserting the following:
    ``(c) Restriction on Compensation of Executive Officers.--A 
regulated entity that is classified as significantly undercapitalized 
in accordance with section 1364 may not, without prior written approval 
by the Director--
            ``(1) pay any bonus to any executive officer; or
            ``(2) provide compensation to any executive officer at a 
        rate exceeding the average rate of compensation of that officer 
        (excluding bonuses, stock options, and profit sharing) during 
        the 12 calendar months preceding the calendar month in which 
        the regulated entity became significantly undercapitalized.''.

SEC. 145. AUTHORITY OVER CRITICALLY UNDERCAPITALIZED REGULATED 
              ENTITIES.

    (a) In General.--Section 1367 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4617) is amended 
to read as follows:

``SEC. 1367. AUTHORITY OVER CRITICALLY UNDERCAPITALIZED REGULATED 
              ENTITIES.

    ``(a) Appointment of the Agency as Conservator or Receiver.--
            ``(1) In general.--Notwithstanding any other provision of 
        Federal or State law, the Director may appoint the Agency as 
        conservator or receiver for a regulated entity in the manner 
        provided under paragraph (2) or (4). All references to the 
        conservator or receiver under this section are references to 
        the Agency acting as conservator or receiver.
            ``(2) Discretionary appointment.--The Agency may, at the 
        discretion of the Director, be appointed conservator or 
        receiver for the purpose of reorganizing, rehabilitating, or 
        winding up the affairs of a regulated entity.
            ``(3) Grounds for discretionary appointment of conservator 
        or receiver.--The grounds for appointing conservator or 
        receiver for any regulated entity under paragraph (2) are as 
        follows:
                    ``(A) Substantial dissipation.--Substantial 
                dissipation of assets or earnings due to--
                            ``(i) any violation of any provision of 
                        Federal or State law; or
                            ``(ii) any unsafe or unsound practice.
                    ``(B) Unsafe or unsound condition.--An unsafe or 
                unsound condition to transact business.
                    ``(C) Cease and desist orders.--Any willful 
                violation of a cease and desist order that has become 
                final.
                    ``(D) Concealment.--Any concealment of the books, 
                papers, records, or assets of the regulated entity, or 
                any refusal to submit the books, papers, records, or 
                affairs of the regulated entity, for inspection to any 
                examiner or to any lawful agent of the Director.
                    ``(E) Inability to meet obligations.--The regulated 
                entity is likely to be unable to pay its obligations or 
                meet the demands of its creditors in the normal course 
                of business.
                    ``(F) Losses.--The regulated entity has incurred or 
                is likely to incur losses that will deplete all or 
                substantially all of its capital, and there is no 
                reasonable prospect for the regulated entity to become 
                adequately capitalized (as defined in section 
                1364(a)(1)).
                    ``(G) Violations of law.--Any violation of any law 
                or regulation, or any unsafe or unsound practice or 
                condition that is likely to--
                            ``(i) cause insolvency or substantial 
                        dissipation of assets or earnings; or
                            ``(ii) weaken the condition of the 
                        regulated entity.
                    ``(H) Consent.--The regulated entity, by resolution 
                of its board of directors or its shareholders or 
                members, consents to the appointment.
                    ``(I) Undercapitalization.--The regulated entity is 
                undercapitalized or significantly undercapitalized (as 
                defined in section 1364(a)(3)), and--
                            ``(i) has no reasonable prospect of 
                        becoming adequately capitalized;
                            ``(ii) fails to become adequately 
                        capitalized, as required by--
                                    ``(I) section 1365(a)(1) with 
                                respect to a regulated entity; or
                                    ``(II) section 1366(a)(1) with 
                                respect to a significantly 
                                undercapitalized regulated entity;
                            ``(iii) fails to submit a capital 
                        restoration plan acceptable to the Agency 
                        within the time prescribed under section 1369C; 
                        or
                            ``(iv) materially fails to implement a 
                        capital restoration plan submitted and accepted 
                        under section 1369C.
                    ``(J) Critical undercapitalization.--The regulated 
                entity is critically undercapitalized, as defined in 
                section 1364(a)(4).
                    ``(K) Money laundering.--The Attorney General 
                notifies the Director in writing that the regulated 
                entity has been found guilty of a criminal offense 
                under section 1956 or 1957 of title 18, United States 
                Code, or section 5322 or 5324 of title 31, United 
                States Code.
            ``(4) Mandatory receivership.--
                    ``(A) In general.--The Director shall appoint the 
                Agency as receiver for a regulated entity if the 
                Director determines, in writing, that--
                            ``(i) the assets of the regulated entity 
                        are, and during the preceding 60 calendar days 
                        have been, less than the obligations of the 
                        regulated entity to its creditors and others; 
                        or
                            ``(ii) the regulated entity is not, and 
                        during the preceding 60 calendar days has not 
                        been, generally paying the debts of the 
                        regulated entity (other than debts that are the 
                        subject of a bona fide dispute) as such debts 
                        become due.
                    ``(B) Periodic determination required for 
                critically undercapitalized regulated entity.--If a 
                regulated entity is critically undercapitalized, the 
                Director shall make a determination, in writing, as to 
                whether the regulated entity meets the criteria 
                specified in clause (i) or (ii) of subparagraph (A)--
                            ``(i) not later than 30 calendar days after 
                        the regulated entity initially becomes 
                        critically undercapitalized; and
                            ``(ii) at least once during each succeeding 
                        30-calendar day period.
                    ``(C) Determination not required if receivership 
                already in place.--Subparagraph (B) does not apply with 
                respect to a regulated entity in any period during 
                which the Agency serves as receiver for the regulated 
                entity.
                    ``(D) Receivership terminates conservatorship.--The 
                appointment of the Agency as receiver of a regulated 
                entity under this section shall immediately terminate 
                any conservatorship established for the regulated 
                entity under this title.
            ``(5) Judicial review.--
                    ``(A) In general.--If the Agency is appointed 
                conservator or receiver under this section, the 
                regulated entity may, within 30 days of such 
                appointment, bring an action in the United States 
                district court for the judicial district in which the 
                home office of such regulated entity is located, or in 
                the United States District Court for the District of 
                Columbia, for an order requiring the Agency to remove 
                itself as conservator or receiver.
                    ``(B) Review.--Upon the filing of an action under 
                subparagraph (A), the court shall, upon the merits, 
                dismiss such action or direct the Agency to remove 
                itself as such conservator or receiver.
            ``(6) Directors not liable for acquiescing in appointment 
        of conservator or receiver.--The members of the board of 
        directors of a regulated entity shall not be liable to the 
        shareholders or creditors of the regulated entity for 
        acquiescing in or consenting in good faith to the appointment 
        of the Agency as conservator or receiver for that regulated 
        entity.
            ``(7) Agency not subject to any other federal agency.--When 
        acting as conservator or receiver, the Agency shall not be 
        subject to the direction or supervision of any other agency of 
        the United States or any State in the exercise of the rights, 
        powers, and privileges of the Agency.
    ``(b) Powers and Duties of the Agency as Conservator or Receiver.--
            ``(1) Rulemaking authority of the agency.--The Agency may 
        prescribe such regulations as the Agency determines to be 
        appropriate regarding the conduct of conservatorships or 
        receiverships.
            ``(2) General powers.--
                    ``(A) Successor to regulated entity.--The Agency 
                shall, as conservator or receiver, and by operation of 
                law, immediately succeed to--
                            ``(i) all rights, titles, powers, and 
                        privileges of the regulated entity, and of any 
                        stockholder, officer, or director of such 
                        regulated entity with respect to the regulated 
                        entity and the assets of the regulated entity; 
                        and
                            ``(ii) title to the books, records, and 
                        assets of any other legal custodian of such 
                        regulated entity.
                    ``(B) Operate the regulated entity.--The Agency 
                may, as conservator or receiver--
                            ``(i) take over the assets of and operate 
                        the regulated entity with all the powers of the 
                        shareholders, the directors, and the officers 
                        of the regulated entity and conduct all 
                        business of the regulated entity;
                            ``(ii) collect all obligations and money 
                        due the regulated entity;
                            ``(iii) perform all functions of the 
                        regulated entity in the name of the regulated 
                        entity which are consistent with the 
                        appointment as conservator or receiver;
                            ``(iv) preserve and conserve the assets and 
                        property of the regulated entity; and
                            ``(v) provide by contract for assistance in 
                        fulfilling any function, activity, action, or 
                        duty of the Agency as conservator or receiver.
                    ``(C) Functions of officers, directors, and 
                shareholders of a regulated entity.--The Agency may, by 
                regulation or order, provide for the exercise of any 
                function by any stockholder, director, or officer of 
                any regulated entity for which the Agency has been 
                named conservator or receiver.
                    ``(D) Powers as conservator.--The Agency may, as 
                conservator, take such action as may be--
                            ``(i) necessary to put the regulated entity 
                        in a sound and solvent condition; and
                            ``(ii) appropriate to carry on the business 
                        of the regulated entity and preserve and 
                        conserve the assets and property of the 
                        regulated entity.
                    ``(E) Additional powers as receiver.--In any case 
                in which the Agency is acting as receiver, the Agency 
                shall place the regulated entity in liquidation and 
                proceed to realize upon the assets of the regulated 
                entity in such manner as the Agency deems appropriate, 
                including through the sale of assets, the transfer of 
                assets to a limited-life regulated entity established 
                under subsection (i), or the exercise of any other 
                rights or privileges granted to the Agency under this 
                paragraph.
                    ``(F) Organization of new enterprise.--The Agency 
                shall, as receiver for an enterprise, organize a 
                successor enterprise that will operate pursuant to 
                subsection (i).
                    ``(G) Transfer or sale of assets and liabilities.--
                The Agency may, as conservator or receiver, transfer or 
                sell any asset or liability of the regulated entity in 
                default, and may do so without any approval, 
                assignment, or consent with respect to such transfer or 
                sale.
                    ``(H) Payment of valid obligations.--The Agency, as 
                conservator or receiver, shall, to the extent of 
                proceeds realized from the performance of contracts or 
                sale of the assets of a regulated entity, pay all valid 
                obligations of the regulated entity that are due and 
                payable at the time of the appointment of the Agency as 
                conservator or receiver, in accordance with the 
                prescriptions and limitations of this section.
                    ``(I) Subpoena authority.--
                            ``(i) In general.--
                                    ``(I) Agency authority.--The Agency 
                                may, as conservator or receiver, and 
                                for purposes of carrying out any power, 
                                authority, or duty with respect to a 
                                regulated entity (including determining 
                                any claim against the regulated entity 
                                and determining and realizing upon any 
                                asset of any person in the course of 
                                collecting money due the regulated 
                                entity), exercise any power established 
                                under section 1348.
                                    ``(II) Applicability of law.--The 
                                provisions of section 1348 shall apply 
                                with respect to the exercise of any 
                                power under this subparagraph, in the 
                                same manner as such provisions apply 
                                under that section.
                            ``(ii) Subpoena.--A subpoena or subpoena 
                        duces tecum may be issued under clause (i) only 
                        by, or with the written approval of, the 
                        Director, or the designee of the Director.
                            ``(iii) Rule of construction.--This 
                        subsection shall not be construed to limit any 
                        rights that the Agency, in any capacity, might 
                        otherwise have under section 1317 or 1379B.
                    ``(J) Incidental powers.--The Agency may, as 
                conservator or receiver--
                            ``(i) exercise all powers and authorities 
                        specifically granted to conservators or 
                        receivers, respectively, under this section, 
                        and such incidental powers as shall be 
                        necessary to carry out such powers; and
                            ``(ii) take any action authorized by this 
                        section, which the Agency determines is in the 
                        best interests of the regulated entity or the 
                        Agency.
                    ``(K) Other provisions.--
                            ``(i) Shareholders and creditors of failed 
                        regulated entity.--Notwithstanding any other 
                        provision of law, the appointment of the Agency 
                        as receiver for a regulated entity pursuant to 
                        paragraph (2) or (4) of subsection (a) and its 
                        succession, by operation of law, to the rights, 
                        titles, powers, and privileges described in 
                        subsection (b)(2)(A) shall terminate all rights 
                        and claims that the stockholders and creditors 
                        of the regulated entity may have against the 
                        assets or charter of the regulated entity or 
                        the Agency arising as a result of their status 
                        as stockholders or creditors, except for their 
                        right to payment, resolution, or other 
                        satisfaction of their claims, as permitted 
                        under subsections (b)(9), (c), and (e).
                            ``(ii) Assets of regulated entity.--
                        Notwithstanding any other provision of law, for 
                        purposes of this section, the charter of a 
                        regulated entity shall not be considered an 
                        asset of the regulated entity.
            ``(3) Authority of receiver to determine claims.--
                    ``(A) In general.--The Agency may, as receiver, 
                determine claims in accordance with the requirements of 
                this subsection and any regulations prescribed under 
                paragraph (4).
                    ``(B) Notice requirements.--The receiver, in any 
                case involving the liquidation or winding up of the 
                affairs of a closed regulated entity, shall--
                            ``(i) promptly publish a notice to the 
                        creditors of the regulated entity to present 
                        their claims, together with proof, to the 
                        receiver by a date specified in the notice 
                        which shall be not less than 90 days after the 
                        date of publication of such notice; and
                            ``(ii) republish such notice approximately 
                        1 month and 2 months, respectively, after the 
                        date of publication under clause (i).
                    ``(C) Mailing required.--The receiver shall mail a 
                notice similar to the notice published under 
                subparagraph (B)(i) at the time of such publication to 
                any creditor shown on the books of the regulated 
                entity--
                            ``(i) at the last address of the creditor 
                        appearing in such books; or
                            ``(ii) upon discovery of the name and 
                        address of a claimant not appearing on the 
                        books of the regulated entity, within 30 days 
                        after the discovery of such name and address.
            ``(4) Rulemaking authority relating to determination of 
        claims.--Subject to subsection (c), the Director may prescribe 
        regulations regarding the allowance or disallowance of claims 
        by the receiver and providing for administrative determination 
        of claims and review of such determination.
            ``(5) Procedures for determination of claims.--
                    ``(A) Determination period.--
                            ``(i) In general.--Before the end of the 
                        180-day period beginning on the date on which 
                        any claim against a regulated entity is filed 
                        with the Agency as receiver, the Agency shall 
                        determine whether to allow or disallow the 
                        claim and shall notify the claimant of any 
                        determination with respect to such claim.
                            ``(ii) Extension of time.--The period 
                        described in clause (i) may be extended by a 
                        written agreement between the claimant and the 
                        Agency.
                            ``(iii) Mailing of notice sufficient.--The 
                        requirements of clause (i) shall be deemed to 
                        be satisfied if the notice of any determination 
                        with respect to any claim is mailed to the last 
                        address of the claimant which appears--
                                    ``(I) on the books of the regulated 
                                entity;
                                    ``(II) in the claim filed by the 
                                claimant; or
                                    ``(III) in documents submitted in 
                                proof of the claim.
                            ``(iv) Contents of notice of 
                        disallowance.--If any claim filed under clause 
                        (i) is disallowed, the notice to the claimant 
                        shall contain--
                                    ``(I) a statement of each reason 
                                for the disallowance; and
                                    ``(II) the procedures available for 
                                obtaining agency review of the 
                                determination to disallow the claim or 
                                judicial determination of the claim.
                    ``(B) Allowance of proven claim.--The receiver 
                shall allow any claim received on or before the date 
                specified in the notice published under paragraph 
                (3)(B)(i) by the receiver from any claimant which is 
                proved to the satisfaction of the receiver.
                    ``(C) Disallowance of claims filed after filing 
                period.--Claims filed after the date specified in the 
                notice published under paragraph (3)(B)(i), or the date 
                specified under paragraph (3)(C), shall be disallowed 
                and such disallowance shall be final.
                    ``(D) Authority to disallow claims.--
                            ``(i) In general.--The receiver may 
                        disallow any portion of any claim by a creditor 
                        or claim of security, preference, or priority 
                        which is not proved to the satisfaction of the 
                        receiver.
                            ``(ii) Payments to less than fully secured 
                        creditors.--In the case of a claim of a 
                        creditor against a regulated entity which is 
                        secured by any property or other asset of such 
                        regulated entity, the receiver--
                                    ``(I) may treat the portion of such 
                                claim which exceeds an amount equal to 
                                the fair market value of such property 
                                or other asset as an unsecured claim 
                                against the regulated entity; and
                                    ``(II) may not make any payment 
                                with respect to such unsecured portion 
                                of the claim, other than in connection 
                                with the disposition of all claims of 
                                unsecured creditors of the regulated 
                                entity.
                            ``(iii) Exceptions.--No provision of this 
                        paragraph shall apply with respect to--
                                    ``(I) any extension of credit from 
                                any Federal Reserve Bank, Federal Home 
                                Loan Bank, or the United States 
                                Treasury; or
                                    ``(II) any security interest in the 
                                assets of the regulated entity securing 
                                any such extension of credit.
                    ``(E) No judicial review of determination pursuant 
                to subparagraph (d).--No court may review the 
                determination of the Agency under subparagraph (D) to 
                disallow a claim.
                    ``(F) Legal effect of filing.--
                            ``(i) Statute of limitation tolled.--For 
                        purposes of any applicable statute of 
                        limitations, the filing of a claim with the 
                        receiver shall constitute a commencement of an 
                        action.
                            ``(ii) No prejudice to other actions.--
                        Subject to paragraph (10), the filing of a 
                        claim with the receiver shall not prejudice any 
                        right of the claimant to continue any action 
                        which was filed before the date of the 
                        appointment of the receiver, subject to the 
                        determination of claims by the receiver.
            ``(6) Provision for judicial determination of claims.--
                    ``(A) In general.--The claimant may file suit on a 
                claim (or continue an action commenced before the 
                appointment of the receiver) in the district or 
                territorial court of the United States for the district 
                within which the principal place of business of the 
                regulated entity is located or the United States 
                District Court for the District of Columbia (and such 
                court shall have jurisdiction to hear such claim), 
                before the end of the 60-day period beginning on the 
                earlier of--
                            ``(i) the end of the period described in 
                        paragraph (5)(A)(i) with respect to any claim 
                        against a regulated entity for which the Agency 
                        is receiver; or
                            ``(ii) the date of any notice of 
                        disallowance of such claim pursuant to 
                        paragraph (5)(A)(i).
                    ``(B) Statute of limitations.--A claim shall be 
                deemed to be disallowed (other than any portion of such 
                claim which was allowed by the receiver), and such 
                disallowance shall be final, and the claimant shall 
                have no further rights or remedies with respect to such 
                claim, if the claimant fails, before the end of the 60-
                day period described under subparagraph (A), to file 
                suit on such claim (or continue an action commenced 
                before the appointment of the receiver).
            ``(7) Review of claims.--
                    ``(A) Other review procedures.--
                            ``(i) In general.--The Agency shall 
                        establish such alternative dispute resolution 
                        processes as may be appropriate for the 
                        resolution of claims filed under paragraph 
                        (5)(A)(i).
                            ``(ii) Criteria.--In establishing 
                        alternative dispute resolution processes, the 
                        Agency shall strive for procedures which are 
                        expeditious, fair, independent, and low cost.
                            ``(iii) Voluntary binding or nonbinding 
                        procedures.--The Agency may establish both 
                        binding and nonbinding processes under this 
                        subparagraph, which may be conducted by any 
                        government or private party. All parties, 
                        including the claimant and the Agency, must 
                        agree to the use of the process in a particular 
                        case.
                    ``(B) Consideration of incentives.--The Agency 
                shall seek to develop incentives for claimants to 
                participate in the alternative dispute resolution 
                process.
            ``(8) Expedited determination of claims.--
                    ``(A) Establishment required.--The Agency shall 
                establish a procedure for expedited relief outside of 
                the routine claims process established under paragraph 
                (5) for claimants who--
                            ``(i) allege the existence of legally valid 
                        and enforceable or perfected security interests 
                        in assets of any regulated entity for which the 
                        Agency has been appointed receiver; and
                            ``(ii) allege that irreparable injury will 
                        occur if the routine claims procedure is 
                        followed.
                    ``(B) Determination period.--Before the end of the 
                90-day period beginning on the date on which any claim 
                is filed in accordance with the procedures established 
                under subparagraph (A), the Director shall--
                            ``(i) determine--
                                    ``(I) whether to allow or disallow 
                                such claim; or
                                    ``(II) whether such claim should be 
                                determined pursuant to the procedures 
                                established under paragraph (5); and
                            ``(ii) notify the claimant of the 
                        determination, and if the claim is disallowed, 
                        provide a statement of each reason for the 
                        disallowance and the procedure for obtaining 
                        agency review or judicial determination.
                    ``(C) Period for filing or renewing suit.--Any 
                claimant who files a request for expedited relief shall 
                be permitted to file a suit, or to continue a suit 
                filed before the date of appointment of the receiver, 
                seeking a determination of the rights of the claimant 
                with respect to such security interest after the 
                earlier of--
                            ``(i) the end of the 90-day period 
                        beginning on the date of the filing of a 
                        request for expedited relief; or
                            ``(ii) the date on which the Agency denies 
                        the claim.
                    ``(D) Statute of limitations.--If an action 
                described under subparagraph (C) is not filed, or the 
                motion to renew a previously filed suit is not made, 
                before the end of the 30-day period beginning on the 
                date on which such action or motion may be filed under 
                subparagraph (B), the claim shall be deemed to be 
                disallowed as of the end of such period (other than any 
                portion of such claim which was allowed by the 
                receiver), such disallowance shall be final, and the 
                claimant shall have no further rights or remedies with 
                respect to such claim.
                    ``(E) Legal effect of filing.--
                            ``(i) Statute of limitation tolled.--For 
                        purposes of any applicable statute of 
                        limitations, the filing of a claim with the 
                        receiver shall constitute a commencement of an 
                        action.
                            ``(ii) No prejudice to other actions.--
                        Subject to paragraph (10), the filing of a 
                        claim with the receiver shall not prejudice any 
                        right of the claimant to continue any action 
                        that was filed before the appointment of the 
                        receiver, subject to the determination of 
                        claims by the receiver.
            ``(9) Payment of claims.--
                    ``(A) In general.--The receiver may, in the 
                discretion of the receiver, and to the extent that 
                funds are available from the assets of the regulated 
                entity, pay creditor claims, in such manner and amounts 
                as are authorized under this section, which are--
                            ``(i) allowed by the receiver;
                            ``(ii) approved by the Agency pursuant to a 
                        final determination pursuant to paragraph (7) 
                        or (8); or
                            ``(iii) determined by the final judgment of 
                        any court of competent jurisdiction.
                    ``(B) Agreements against the interest of the 
                agency.--No agreement that tends to diminish or defeat 
                the interest of the Agency in any asset acquired by the 
                Agency as receiver under this section shall be valid 
                against the Agency unless such agreement is in writing 
                and executed by an authorized officer or representative 
                of the regulated entity.
                    ``(C) Payment of dividends on claims.--The receiver 
                may, in the sole discretion of the receiver, pay from 
                the assets of the regulated entity dividends on proved 
                claims at any time, and no liability shall attach to 
                the Agency by reason of any such payment, for failure 
                to pay dividends to a claimant whose claim is not 
                proved at the time of any such payment.
                    ``(D) Rulemaking authority of the director.--The 
                Director may prescribe such rules, including 
                definitions of terms, as the Director deems appropriate 
                to establish a single uniform interest rate for, or to 
                make payments of post-insolvency interest to creditors 
                holding proven claims against the receivership estates 
                of the regulated entity, following satisfaction by the 
                receiver of the principal amount of all creditor 
                claims.
            ``(10) Suspension of legal actions.--
                    ``(A) In general.--After the appointment of a 
                conservator or receiver for a regulated entity, the 
                conservator or receiver may, in any judicial action or 
                proceeding to which such regulated entity is or becomes 
                a party, request a stay for a period not to exceed--
                            ``(i) 45 days, in the case of any 
                        conservator; and
                            ``(ii) 90 days, in the case of any 
                        receiver.
                    ``(B) Grant of stay by all courts required.--Upon 
                receipt of a request by the conservator or receiver 
                under subparagraph (A) for a stay of any judicial 
                action or proceeding in any court with jurisdiction of 
                such action or proceeding, the court shall grant such 
                stay as to all parties.
            ``(11) Additional rights and duties.--
                    ``(A) Prior final adjudication.--The Agency shall 
                abide by any final unappealable judgment of any court 
                of competent jurisdiction which was rendered before the 
                appointment of the Agency as conservator or receiver.
                    ``(B) Rights and remedies of conservator or 
                receiver.--In the event of any appealable judgment, the 
                Agency as conservator or receiver--
                            ``(i) shall have all of the rights and 
                        remedies available to the regulated entity 
                        (before the appointment of such conservator or 
                        receiver) and the Agency, including removal to 
                        Federal court and all appellate rights; and
                            ``(ii) shall not be required to post any 
                        bond in order to pursue such remedies.
                    ``(C) No attachment or execution.--No attachment or 
                execution may issue by any court upon assets in the 
                possession of the receiver, or upon the charter, of a 
                regulated entity for which the Agency has been 
                appointed receiver.
                    ``(D) Limitation on judicial review.--Except as 
                otherwise provided in this subsection, no court shall 
                have jurisdiction over--
                            ``(i) any claim or action for payment from, 
                        or any action seeking a determination of rights 
                        with respect to, the assets or charter of any 
                        regulated entity for which the Agency has been 
                        appointed receiver; or
                            ``(ii) any claim relating to any act or 
                        omission of such regulated entity or the Agency 
                        as receiver.
                    ``(E) Disposition of assets.--In exercising any 
                right, power, privilege, or authority as conservator or 
                receiver in connection with any sale or disposition of 
                assets of a regulated entity for which the Agency has 
                been appointed conservator or receiver, the Agency 
                shall conduct its operations in a manner which--
                            ``(i) maximizes the net present value 
                        return from the sale or disposition of such 
                        assets;
                            ``(ii) minimizes the amount of any loss 
                        realized in the resolution of cases; and
                            ``(iii) ensures adequate competition and 
                        fair and consistent treatment of offerors.
            ``(12) Statute of limitations for actions brought by 
        conservator or receiver.--
                    ``(A) In general.--Notwithstanding any provision of 
                any contract, the applicable statute of limitations 
                with regard to any action brought by the Agency as 
                conservator or receiver shall be--
                            ``(i) in the case of any contract claim, 
                        the longer of--
                                    ``(I) the 6-year period beginning 
                                on the date on which the claim accrues; 
                                or
                                    ``(II) the period applicable under 
                                State law; and
                            ``(ii) in the case of any tort claim, the 
                        longer of--
                                    ``(I) the 3-year period beginning 
                                on the date on which the claim accrues; 
                                or
                                    ``(II) the period applicable under 
                                State law.
                    ``(B) Determination of the date on which a claim 
                accrues.--For purposes of subparagraph (A), the date on 
                which the statute of limitations begins to run on any 
                claim described in such subparagraph shall be the later 
                of--
                            ``(i) the date of the appointment of the 
                        Agency as conservator or receiver; or
                            ``(ii) the date on which the cause of 
                        action accrues.
            ``(13) Revival of expired state causes of action.--
                    ``(A) In general.--In the case of any tort claim 
                described under clause (ii) for which the statute of 
                limitations applicable under State law with respect to 
                such claim has expired not more than 5 years before the 
                appointment of the Agency as conservator or receiver, 
                the Agency may bring an action as conservator or 
                receiver on such claim without regard to the expiration 
                of the statute of limitations applicable under State 
                law.
                    ``(B) Claims described.--A tort claim referred to 
                under clause (i) is a claim arising from fraud, 
                intentional misconduct resulting in unjust enrichment, 
                or intentional misconduct resulting in substantial loss 
                to the regulated entity.
            ``(14) Accounting and recordkeeping requirements.--
                    ``(A) In general.--The Agency as conservator or 
                receiver shall, consistent with the accounting and 
                reporting practices and procedures established by the 
                Agency, maintain a full accounting of each 
                conservatorship and receivership or other disposition 
                of a regulated entity in default.
                    ``(B) Annual accounting or report.--With respect to 
                each conservatorship or receivership, the Agency shall 
                make an annual accounting or report available to the 
                Board, the Comptroller General of the United States, 
                the Committee on Banking, Housing, and Urban Affairs of 
                the Senate, and the Committee on Financial Services of 
                the House of Representatives.
                    ``(C) Availability of reports.--Any report prepared 
                under subparagraph (B) shall be made available by the 
                Agency upon request to any shareholder of a regulated 
                entity or any member of the public.
                    ``(D) Recordkeeping requirement.--After the end of 
                the 6-year period beginning on the date on which the 
                conservatorship or receivership is terminated by the 
                Director, the Agency may destroy any records of such 
                regulated entity which the Agency, in the discretion of 
                the Agency, determines to be unnecessary, unless 
                directed not to do so by a court of competent 
                jurisdiction or governmental agency, or prohibited by 
                law.
            ``(15) Fraudulent transfers.--
                    ``(A) In general.--The Agency, as conservator or 
                receiver, may avoid a transfer of any interest of an 
                entity-affiliated party, or any person determined by 
                the conservator or receiver to be a debtor of the 
                regulated entity, in property, or any obligation 
                incurred by such party or person, that was made within 
                5 years of the date on which the Agency was appointed 
                conservator or receiver, if such party or person 
                voluntarily or involuntarily made such transfer or 
                incurred such liability with the intent to hinder, 
                delay, or defraud the regulated entity, the Agency, the 
                conservator, or receiver.
                    ``(B) Right of recovery.--To the extent a transfer 
                is avoided under subparagraph (A), the conservator or 
                receiver may recover, for the benefit of the regulated 
                entity, the property transferred, or, if a court so 
                orders, the value of such property (at the time of such 
                transfer) from--
                            ``(i) the initial transferee of such 
                        transfer or the entity-affiliated party or 
                        person for whose benefit such transfer was 
                        made; or
                            ``(ii) any immediate or mediate transferee 
                        of any such initial transferee.
                    ``(C) Rights of transferee or obligee.--The 
                conservator or receiver may not recover under 
                subparagraph (B) from--
                            ``(i) any transferee that takes for value, 
                        including satisfaction or securing of a present 
                        or antecedent debt, in good faith; or
                            ``(ii) any immediate or mediate good faith 
                        transferee of such transferee.
                    ``(D) Rights under this paragraph.--The rights 
                under this paragraph of the conservator or receiver 
                described under subparagraph (A) shall be superior to 
                any rights of a trustee or any other party (other than 
                any party which is a Federal agency) under title 11, 
                United States Code.
            ``(16) Attachment of assets and other injunctive relief.--
        Subject to paragraph (17), any court of competent jurisdiction 
        may, at the request of the conservator or receiver, issue an 
        order in accordance with rule 65 of the Federal Rules of Civil 
        Procedure, including an order placing the assets of any person 
        designated by the conservator or receiver under the control of 
        the court, and appointing a trustee to hold such assets.
            ``(17) Standards of proof.--Rule 65 of the Federal Rules of 
        Civil Procedure shall apply with respect to any proceeding 
        under paragraph (16) without regard to the requirement of such 
        rule that the applicant show that the injury, loss, or damage 
        is irreparable and immediate.
            ``(18) Treatment of claims arising from breach of contracts 
        executed by the conservator or receiver.--
                    ``(A) In general.--Notwithstanding any other 
                provision of this subsection, any final and 
                unappealable judgment for monetary damages entered 
                against the conservator or receiver for the breach of 
                an agreement executed or approved in writing by the 
                conservator or receiver after the date of its 
                appointment, shall be paid as an administrative expense 
                of the conservator or receiver.
                    ``(B) No limitation of power.--Nothing in this 
                paragraph shall be construed to limit the power of the 
                conservator or receiver to exercise any rights under 
                contract or law, including to terminate, breach, 
                cancel, or otherwise discontinue such agreement.
            ``(19) General exceptions.--
                    ``(A) Limitations.--The rights of the conservator 
                or receiver appointed under this section shall be 
                subject to the limitations on the powers of a receiver 
                under sections 402 through 407 of the Federal Deposit 
                Insurance Corporation Improvement Act of 1991 (12 
                U.S.C. 4402 through 4407).
                    ``(B) Mortgages held in trust.--
                            ``(i) In general.--Any mortgage, pool of 
                        mortgages, or interest in a pool of mortgages 
                        held in trust, custodial, or agency capacity by 
                        a regulated entity for the benefit of any 
                        person other than the regulated entity shall 
                        not be available to satisfy the claims of 
                        creditors generally, except that nothing in 
                        this clause shall be construed to expand or 
                        otherwise affect the authority of any regulated 
                        entity.
                            ``(ii) Holding of mortgages.--Any mortgage, 
                        pool of mortgages, or interest in a pool of 
                        mortgages described in clause (i) shall be held 
                        by the conservator or receiver appointed under 
                        this section for the beneficial owners of such 
                        mortgage, pool of mortgages, or interest in 
                        accordance with the terms of the agreement 
                        creating such trust, custodial, or other agency 
                        arrangement.
                            ``(iii) Liability of conservator or 
                        receiver.--The liability of the conservator or 
                        receiver appointed under this section for 
                        damages shall, in the case of any contingent or 
                        unliquidated claim relating to the mortgages 
                        held in trust, be estimated in accordance with 
                        the regulations of the Director.
    ``(c) Priority of Expenses and Unsecured Claims.--
            ``(1) In general.--Unsecured claims against a regulated 
        entity, or the receiver therefor, that are proven to the 
        satisfaction of the receiver shall have priority in the 
        following order:
                    ``(A) Administrative expenses of the receiver.
                    ``(B) Any other general or senior liability of the 
                regulated entity (which is not a liability described 
                under subparagraph (C) or (D).
                    ``(C) Any obligation subordinated to general 
                creditors (which is not an obligation described under 
                subparagraph (D)).
                    ``(D) Any obligation to shareholders or members 
                arising as a result of their status as shareholder or 
                members.
            ``(2) Creditors similarly situated.--All creditors that are 
        similarly situated under paragraph (1) shall be treated in a 
        similar manner, except that the receiver may take any action 
        (including making payments) that does not comply with this 
        subsection, if--
                    ``(A) the Director determines that such action is 
                necessary to maximize the value of the assets of the 
                regulated entity, to maximize the present value return 
                from the sale or other disposition of the assets of the 
                regulated entity, or to minimize the amount of any loss 
                realized upon the sale or other disposition of the 
                assets of the regulated entity; and
                    ``(B) all creditors that are similarly situated 
                under paragraph (1) receive not less than the amount 
                provided in subsection (e)(2).
            ``(3) Definition.--As used in this subsection, the term 
        `administrative expenses of the receiver' includes--
                    ``(A) the actual, necessary costs and expenses 
                incurred by the receiver in preserving the assets of a 
                failed regulated entity or liquidating or otherwise 
                resolving the affairs of a failed regulated entity; and
                    ``(B) any obligations that the receiver determines 
                are necessary and appropriate to facilitate the smooth 
                and orderly liquidation or other resolution of the 
                regulated entity.
    ``(d) Provisions Relating to Contracts Entered Into Before 
Appointment of Conservator or Receiver.--
            ``(1) Authority to repudiate contracts.--In addition to any 
        other rights a conservator or receiver may have, the 
        conservator or receiver for any regulated entity may disaffirm 
        or repudiate any contract or lease--
                    ``(A) to which such regulated entity is a party;
                    ``(B) the performance of which the conservator or 
                receiver, in its sole discretion, determines to be 
                burdensome; and
                    ``(C) the disaffirmance or repudiation of which the 
                conservator or receiver determines, in its sole 
                discretion, will promote the orderly administration of 
                the affairs of the regulated entity.
            ``(2) Timing of repudiation.--The conservator or receiver 
        shall determine whether or not to exercise the rights of 
        repudiation under this subsection within a reasonable period 
        following such appointment.
            ``(3) Claims for damages for repudiation.--
                    ``(A) In general.--Except as otherwise provided 
                under subparagraph (C) and paragraphs (4), (5), and 
                (6), the liability of the conservator or receiver for 
                the disaffirmance or repudiation of any contract 
                pursuant to paragraph (1) shall be--
                            ``(i) limited to actual direct compensatory 
                        damages; and
                            ``(ii) determined as of--
                                    ``(I) the date of the appointment 
                                of the conservator or receiver; or
                                    ``(II) in the case of any contract 
                                or agreement referred to in paragraph 
                                (8), the date of the disaffirmance or 
                                repudiation of such contract or 
                                agreement.
                    ``(B) No liability for other damages.--For purposes 
                of subparagraph (A), the term `actual direct 
                compensatory damages' shall not include--
                            ``(i) punitive or exemplary damages;
                            ``(ii) damages for lost profits or 
                        opportunity; or
                            ``(iii) damages for pain and suffering.
                    ``(C) Measure of damages for repudiation of 
                financial contracts.--In the case of any qualified 
                financial contract or agreement to which paragraph (8) 
                applies, compensatory damages shall be--
                            ``(i) deemed to include normal and 
                        reasonable costs of cover or other reasonable 
                        measures of damages utilized in the industries 
                        for such contract and agreement claims; and
                            ``(ii) paid in accordance with this 
                        subsection and subsection (e), except as 
                        otherwise specifically provided in this 
                        section.
            ``(4) Leases under which the regulated entity is the 
        lessee.--
                    ``(A) In general.--If the conservator or receiver 
                disaffirms or repudiates a lease under which the 
                regulated entity was the lessee, the conservator or 
                receiver shall not be liable for any damages (other 
                than damages determined under subparagraph (B)) for the 
                disaffirmance or repudiation of such lease.
                    ``(B) Payments of rent.--Notwithstanding 
                subparagraph (A), the lessor under a lease to which 
                that subparagraph applies shall--
                            ``(i) be entitled to the contractual rent 
                        accruing before the later of the date on 
                        which--
                                    ``(I) the notice of disaffirmance 
                                or repudiation is mailed; or
                                    ``(II) the disaffirmance or 
                                repudiation becomes effective, unless 
                                the lessor is in default or breach of 
                                the terms of the lease;
                            ``(ii) have no claim for damages under any 
                        acceleration clause or other penalty provision 
                        in the lease; and
                            ``(iii) have a claim for any unpaid rent, 
                        subject to all appropriate offsets and 
                        defenses, due as of the date of the 
                        appointment, which shall be paid in accordance 
                        with this subsection and subsection (e).
            ``(5) Leases under which the regulated entity is the 
        lessor.--
                    ``(A) In general.--If the conservator or receiver 
                repudiates an unexpired written lease of real property 
                of the regulated entity under which the regulated 
                entity is the lessor and the lessee is not, as of the 
                date of such repudiation, in default, the lessee under 
                such lease may either--
                            ``(i) treat the lease as terminated by such 
                        repudiation; or
                            ``(ii) remain in possession of the 
                        leasehold interest for the balance of the term 
                        of the lease, unless the lessee defaults under 
                        the terms of the lease after the date of such 
                        repudiation.
                    ``(B) Provisions applicable to lessee remaining in 
                possession.--If any lessee under a lease described 
                under subparagraph (A) remains in possession of a 
                leasehold interest under clause (ii) of subparagraph 
                (A)--
                            ``(i) the lessee--
                                    ``(I) shall continue to pay the 
                                contractual rent pursuant to the terms 
                                of the lease after the date of the 
                                repudiation of such lease; and
                                    ``(II) may offset against any rent 
                                payment which accrues after the date of 
                                the repudiation of the lease, and any 
                                damages which accrue after such date 
                                due to the nonperformance of any 
                                obligation of the regulated entity 
                                under the lease after such date; and
                            ``(ii) the conservator or receiver shall 
                        not be liable to the lessee for any damages 
                        arising after such date as a result of the 
                        repudiation, other than the amount of any 
                        offset allowed under clause (i)(II).
            ``(6) Contracts for the sale of real property.--
                    ``(A) In general.--If the conservator or receiver 
                repudiates any contract for the sale of real property 
                and the purchaser of such real property under such 
                contract is in possession, and is not, as of the date 
                of such repudiation, in default, such purchaser may 
                either--
                            ``(i) treat the contract as terminated by 
                        such repudiation; or
                            ``(ii) remain in possession of such real 
                        property.
                    ``(B) Provisions applicable to purchaser remaining 
                in possession.--If any purchaser of real property under 
                any contract described under subparagraph (A) remains 
                in possession of such property under clause (ii) of 
                subparagraph (A)--
                            ``(i) the purchaser--
                                    ``(I) shall continue to make all 
                                payments due under the contract after 
                                the date of the repudiation of the 
                                contract; and
                                    ``(II) may offset against any such 
                                payments any damages which accrue after 
                                such date due to the nonperformance 
                                (after such date) of any obligation of 
                                the regulated entity under the 
                                contract; and
                            ``(ii) the conservator or receiver shall--
                                    ``(I) not be liable to the 
                                purchaser for any damages arising after 
                                such date as a result of the 
                                repudiation, other than the amount of 
                                any offset allowed under clause 
                                (i)(II);
                                    ``(II) deliver title to the 
                                purchaser in accordance with the 
                                provisions of the contract; and
                                    ``(III) have no obligation under 
                                the contract other than the performance 
                                required under subclause (II).
                    ``(C) Assignment and sale allowed.--
                            ``(i) In general.--No provision of this 
                        paragraph shall be construed as limiting the 
                        right of the conservator or receiver to assign 
                        the contract described under subparagraph (A), 
                        and sell the property subject to the contract 
                        and the provisions of this paragraph.
                            ``(ii) No liability after assignment and 
                        sale.--If an assignment and sale described 
                        under clause (i) is consummated, the 
                        conservator or receiver shall have no further 
                        liability under the contract described under 
                        subparagraph (A), or with respect to the real 
                        property which was the subject of such 
                        contract.
            ``(7) Service contracts.--
                    ``(A) Services performed before appointment.--In 
                the case of any contract for services between any 
                person and any regulated entity for which the Agency 
                has been appointed conservator or receiver, any claim 
                of such person for services performed before the 
                appointment of the conservator or receiver shall be--
                            ``(i) a claim to be paid in accordance with 
                        subsections (b) and (e); and
                            ``(ii) deemed to have arisen as of the date 
                        on which the conservator or receiver was 
                        appointed.
                    ``(B) Services performed after appointment and 
                prior to repudiation.--If, in the case of any contract 
                for services described under subparagraph (A), the 
                conservator or receiver accepts performance by the 
                other person before the conservator or receiver makes 
                any determination to exercise the right of repudiation 
                of such contract under this section--
                            ``(i) the other party shall be paid under 
                        the terms of the contract for the services 
                        performed; and
                            ``(ii) the amount of such payment shall be 
                        treated as an administrative expense of the 
                        conservatorship or receivership.
                    ``(C) Acceptance of performance no bar to 
                subsequent repudiation.--The acceptance by the 
                conservator or receiver of services referred to under 
                subparagraph (B) in connection with a contract 
                described in such subparagraph shall not affect the 
                right of the conservator or receiver to repudiate such 
                contract under this section at any time after such 
                performance.
            ``(8) Certain qualified financial contracts.--
                    ``(A) Rights of parties to contracts.--Subject to 
                paragraphs (9) and (10), and notwithstanding any other 
                provision of this title (other than subsection 
                (b)(9)(B) of this section), any other Federal law, or 
                the law of any State, no person shall be stayed or 
                prohibited from exercising--
                            ``(i) any right of that person to cause the 
                        termination, liquidation, or acceleration of 
                        any qualified financial contract with a 
                        regulated entity that arises upon the 
                        appointment of the Agency as receiver for such 
                        regulated entity at any time after such 
                        appointment;
                            ``(ii) any right under any security 
                        agreement or arrangement or other credit 
                        enhancement relating to one or more qualified 
                        financial contracts; or
                            ``(iii) any right to offset or net out any 
                        termination value, payment amount, or other 
                        transfer obligation arising under or in 
                        connection with 1 or more contracts and 
                        agreements described in clause (i), including 
                        any master agreement for such contracts or 
                        agreements.
                    ``(B) Applicability of other provisions.--
                Subsection (b)(10) shall apply in the case of any 
                judicial action or proceeding brought against any 
                receiver referred to under subparagraph (A), or the 
                regulated entity for which such receiver was appointed, 
                by any party to a contract or agreement described under 
                subparagraph (A)(i) with such regulated entity.
                    ``(C) Certain transfers not avoidable.--
                            ``(i) In general.--Notwithstanding 
                        paragraph (11), or any other provision of 
                        Federal or State law relating to the avoidance 
                        of preferential or fraudulent transfers, the 
                        Agency, whether acting as such or as 
                        conservator or receiver of a regulated entity, 
                        may not avoid any transfer of money or other 
                        property in connection with any qualified 
                        financial contract with a regulated entity.
                            ``(ii) Exception for certain transfers.--
                        Clause (i) shall not apply to any transfer of 
                        money or other property in connection with any 
                        qualified financial contract with a regulated 
                        entity if the Agency determines that the 
                        transferee had actual intent to hinder, delay, 
                        or defraud such regulated entity, the creditors 
                        of such regulated entity, or any conservator or 
                        receiver appointed for such regulated entity.
                    ``(D) Certain contracts and agreements defined.--In 
                this subsection the following definitions shall apply:
                            ``(i) Qualified financial contract.--The 
                        term `qualified financial contract' means any 
                        securities contract, commodity contract, 
                        forward contract, repurchase agreement, swap 
                        agreement, and any similar agreement that the 
                        Agency determines by regulation, resolution, or 
                        order to be a qualified financial contract for 
                        purposes of this paragraph.
                            ``(ii) Securities contract.--The term 
                        `securities contract'--
                                    ``(I) means a contract for the 
                                purchase, sale, or loan of a security, 
                                a certificate of deposit, a mortgage 
                                loan, or any interest in a mortgage 
                                loan, a group or index of securities, 
                                certificates of deposit, or mortgage 
                                loans or interests therein (including 
                                any interest therein or based on the 
                                value thereof) or any option on any of 
                                the foregoing, including any option to 
                                purchase or sell any such security, 
                                certificate of deposit, mortgage loan, 
                                interest, group or index, or option, 
                                and including any repurchase or reverse 
                                repurchase transaction on any such 
                                security, certificate of deposit, 
                                mortgage loan, interest, group or 
                                index, or option;
                                    ``(II) does not include any 
                                purchase, sale, or repurchase 
                                obligation under a participation in a 
                                commercial mortgage loan, unless the 
                                Agency determines by regulation, 
                                resolution, or order to include any 
                                such agreement within the meaning of 
                                such term;
                                    ``(III) means any option entered 
                                into on a national securities exchange 
                                relating to foreign currencies;
                                    ``(IV) means the guarantee by or to 
                                any securities clearing agency of any 
                                settlement of cash, securities, 
                                certificates of deposit, mortgage loans 
                                or interests therein, group or index of 
                                securities, certificates of deposit, or 
                                mortgage loans or interests therein 
                                (including any interest therein or 
                                based on the value thereof) or option 
                                on any of the foregoing, including any 
                                option to purchase or sell any such 
                                security, certificate of deposit, 
                                mortgage loan, interest, group or 
                                index, or option;
                                    ``(V) means any margin loan;
                                    ``(VI) means any other agreement or 
                                transaction that is similar to any 
                                agreement or transaction referred to in 
                                this clause;
                                    ``(VII) means any combination of 
                                the agreements or transactions referred 
                                to in this clause;
                                    ``(VIII) means any option to enter 
                                into any agreement or transaction 
                                referred to in this clause;
                                    ``(IX) means a master agreement 
                                that provides for an agreement or 
                                transaction referred to in subclause 
                                (I), (III), (IV), (V), (VI), (VII), or 
                                (VIII), together with all supplements 
                                to any such master agreement, without 
                                regard to whether the master agreement 
                                provides for an agreement or 
                                transaction that is not a securities 
                                contract under this clause, except that 
                                the master agreement shall be 
                                considered to be a securities contract 
                                under this clause only with respect to 
                                each agreement or transaction under the 
                                master agreement that is referred to in 
                                subclause (I), (III), (IV), (V), (VI), 
                                (VII), or (VIII); and
                                    ``(X) means any security agreement 
                                or arrangement or other credit 
                                enhancement related to any agreement or 
                                transaction referred to in this clause, 
                                including any guarantee or 
                                reimbursement obligation in connection 
                                with any agreement or transaction 
                                referred to in this clause.
                            ``(iii) Commodity contract.--The term 
                        `commodity contract' means--
                                    ``(I) with respect to a futures 
                                commission merchant, a contract for the 
                                purchase or sale of a commodity for 
                                future delivery on, or subject to the 
                                rules of, a contract market or board of 
                                trade;
                                    ``(II) with respect to a foreign 
                                futures commission merchant, a foreign 
                                future;
                                    ``(III) with respect to a leverage 
                                transaction merchant, a leverage 
                                transaction;
                                    ``(IV) with respect to a clearing 
                                organization, a contract for the 
                                purchase or sale of a commodity for 
                                future delivery on, or subject to the 
                                rules of, a contract market or board of 
                                trade that is cleared by such clearing 
                                organization, or commodity option 
                                traded on, or subject to the rules of, 
                                a contract market or board of trade 
                                that is cleared by such clearing 
                                organization;
                                    ``(V) with respect to a commodity 
                                options dealer, a commodity option;
                                    ``(VI) any other agreement or 
                                transaction that is similar to any 
                                agreement or transaction referred to in 
                                this clause;
                                    ``(VII) any combination of the 
                                agreements or transactions referred to 
                                in this clause;
                                    ``(VIII) any option to enter into 
                                any agreement or transaction referred 
                                to in this clause;
                                    ``(IX) a master agreement that 
                                provides for an agreement or 
                                transaction referred to in subclause 
                                (I), (II), (III), (IV), (V), (VI), 
                                (VII), or (VIII), together with all 
                                supplements to any such master 
                                agreement, without regard to whether 
                                the master agreement provides for an 
                                agreement or transaction that is not a 
                                commodity contract under this clause, 
                                except that the master agreement shall 
                                be considered to be a commodity 
                                contract under this clause only with 
                                respect to each agreement or 
                                transaction under the master agreement 
                                that is referred to in subclause (I), 
                                (II), (III), (IV), (V), (VI), (VII), or 
                                (VIII); or
                                    ``(X) any security agreement or 
                                arrangement or other credit enhancement 
                                related to any agreement or transaction 
                                referred to in this clause, including 
                                any guarantee or reimbursement 
                                obligation in connection with any 
                                agreement or transaction referred to in 
                                this clause.
                            ``(iv) Forward contract.--The term `forward 
                        contract' means--
                                    ``(I) a contract (other than a 
                                commodity contract) for the purchase, 
                                sale, or transfer of a commodity or any 
                                similar good, article, service, right, 
                                or interest which is presently or in 
                                the future becomes the subject of 
                                dealing in the forward contract trade, 
                                or product or byproduct thereof, with a 
                                maturity date more than 2 days after 
                                the date on which the contract is 
                                entered into, including a repurchase 
                                transaction, reverse repurchase 
                                transaction, consignment, lease, swap, 
                                hedge transaction, deposit, loan, 
                                option, allocated transaction, 
                                unallocated transaction, or any other 
                                similar agreement;
                                    ``(II) any combination of 
                                agreements or transactions referred to 
                                in subclauses (I) and (III);
                                    ``(III) any option to enter into 
                                any agreement or transaction referred 
                                to in subclause (I) or (II);
                                    ``(IV) a master agreement that 
                                provides for an agreement or 
                                transaction referred to in subclauses 
                                (I), (II), or (III), together with all 
                                supplements to any such master 
                                agreement, without regard to whether 
                                the master agreement provides for an 
                                agreement or transaction that is not a 
                                forward contract under this clause, 
                                except that the master agreement shall 
                                be considered to be a forward contract 
                                under this clause only with respect to 
                                each agreement or transaction under the 
                                master agreement that is referred to in 
                                subclause (I), (II), or (III); or
                                    ``(V) any security agreement or 
                                arrangement or other credit enhancement 
                                related to any agreement or transaction 
                                referred to in subclause (I), (II), 
                                (III), or (IV), including any guarantee 
                                or reimbursement obligation in 
                                connection with any agreement or 
                                transaction referred to in any such 
                                subclause.
                            ``(v) Repurchase agreement.--The term 
                        `repurchase agreement' (including a reverse 
                        repurchase agreement)--
                                    ``(I) means an agreement, including 
                                related terms, which provides for the 
                                transfer of one or more certificates of 
                                deposit, mortgage-related securities 
                                (as such term is defined in section 3 
                                of the Securities Exchange Act of 
                                1934), mortgage loans, interests in 
                                mortgage-related securities or mortgage 
                                loans, eligible bankers' acceptances, 
                                qualified foreign government securities 
                                (defined for purposes of this clause as 
                                a security that is a direct obligation 
                                of, or that is fully guaranteed by, the 
                                central government of a member of the 
                                Organization for Economic Cooperation 
                                and Development, as determined by 
                                regulation or order adopted by the 
                                appropriate Federal banking authority), 
                                or securities that are direct 
                                obligations of, or that are fully 
                                guaranteed by, the United States or any 
                                agency of the United States against the 
                                transfer of funds by the transferee of 
                                such certificates of deposit, eligible 
                                bankers' acceptances, securities, 
                                mortgage loans, or interests with a 
                                simultaneous agreement by such 
                                transferee to transfer to the 
                                transferor thereof certificates of 
                                deposit, eligible bankers' acceptances, 
                                securities, mortgage loans, or 
                                interests as described above, at a date 
                                certain not later than 1 year after 
                                such transfers or on demand, against 
                                the transfer of funds, or any other 
                                similar agreement;
                                    ``(II) does not include any 
                                repurchase obligation under a 
                                participation in a commercial mortgage 
                                loan, unless the Agency determines by 
                                regulation, resolution, or order to 
                                include any such participation within 
                                the meaning of such term;
                                    ``(III) means any combination of 
                                agreements or transactions referred to 
                                in subclauses (I) and (IV);
                                    ``(IV) means any option to enter 
                                into any agreement or transaction 
                                referred to in subclause (I) or (III);
                                    ``(V) means a master agreement that 
                                provides for an agreement or 
                                transaction referred to in subclause 
                                (I), (III), or (IV), together with all 
                                supplements to any such master 
                                agreement, without regard to whether 
                                the master agreement provides for an 
                                agreement or transaction that is not a 
                                repurchase agreement under this clause, 
                                except that the master agreement shall 
                                be considered to be a repurchase 
                                agreement under this subclause only 
                                with respect to each agreement or 
                                transaction under the master agreement 
                                that is referred to in subclause (I), 
                                (III), or (IV); and
                                    ``(VI) means any security agreement 
                                or arrangement or other credit 
                                enhancement related to any agreement or 
                                transaction referred to in subclause 
                                (I), (III), (IV), or (V), including any 
                                guarantee or reimbursement obligation 
                                in connection with any agreement or 
                                transaction referred to in any such 
                                subclause.
                            ``(vi) Swap agreement.--The term `swap 
                        agreement' means--
                                    ``(I) any agreement, including the 
                                terms and conditions incorporated by 
                                reference in any such agreement, which 
                                is an interest rate swap, option, 
                                future, or forward agreement, including 
                                a rate floor, rate cap, rate collar, 
                                cross-currency rate swap, and basis 
                                swap; a spot, same day-tomorrow, 
                                tomorrow-next, forward, or other 
                                foreign exchange or precious metals 
                                agreement; a currency swap, option, 
                                future, or forward agreement; an equity 
                                index or equity swap, option, future, 
                                or forward agreement; a debt index or 
                                debt swap, option, future, or forward 
                                agreement; a total return, credit 
                                spread or credit swap, option, future, 
                                or forward agreement; a commodity index 
                                or commodity swap, option, future, or 
                                forward agreement; or a weather swap, 
                                weather derivative, or weather option;
                                    ``(II) any agreement or transaction 
                                that is similar to any other agreement 
                                or transaction referred to in this 
                                clause and that is of a type that has 
                                been, is presently, or in the future 
                                becomes, the subject of recurrent 
                                dealings in the swap markets (including 
                                terms and conditions incorporated by 
                                reference in such agreement) and that 
                                is a forward, swap, future, or option 
                                on one or more rates, currencies, 
                                commodities, equity securities or other 
                                equity instruments, debt securities or 
                                other debt instruments, quantitative 
                                measures associated with an occurrence, 
                                extent of an occurrence, or contingency 
                                associated with a financial, 
                                commercial, or economic consequence, or 
                                economic or financial indices or 
                                measures of economic or financial risk 
                                or value;
                                    ``(III) any combination of 
                                agreements or transactions referred to 
                                in this clause;
                                    ``(IV) any option to enter into any 
                                agreement or transaction referred to in 
                                this clause;
                                    ``(V) a master agreement that 
                                provides for an agreement or 
                                transaction referred to in subclause 
                                (I), (II), (III), or (IV), together 
                                with all supplements to any such master 
                                agreement, without regard to whether 
                                the master agreement contains an 
                                agreement or transaction that is not a 
                                swap agreement under this clause, 
                                except that the master agreement shall 
                                be considered to be a swap agreement 
                                under this clause only with respect to 
                                each agreement or transaction under the 
                                master agreement that is referred to in 
                                subclause (I), (II), (III), or (IV); 
                                and
                                    ``(VI) any security agreement or 
                                arrangement or other credit enhancement 
                                related to any agreements or 
                                transactions referred to in subclause 
                                (I), (II), (III), (IV), or (V), 
                                including any guarantee or 
                                reimbursement obligation in connection 
                                with any agreement or transaction 
                                referred to in any such subclause.
                            ``(vii) Treatment of master agreement as 
                        one agreement.--Any master agreement for any 
                        contract or agreement described in any 
                        preceding clause of this subparagraph (or any 
                        master agreement for such master agreement or 
                        agreements), together with all supplements to 
                        such master agreement, shall be treated as a 
                        single agreement and a single qualified 
                        financial contract. If a master agreement 
                        contains provisions relating to agreements or 
                        transactions that are not themselves qualified 
                        financial contracts, the master agreement shall 
                        be deemed to be a qualified financial contract 
                        only with respect to those transactions that 
                        are themselves qualified financial contracts.
                            ``(viii) Transfer.--The term `transfer' 
                        means every mode, direct or indirect, absolute 
                        or conditional, voluntary or involuntary, of 
                        disposing of or parting with property or with 
                        an interest in property, including retention of 
                        title as a security interest and foreclosure of 
                        the equity of redemption of the regulated 
                        entity.
                    ``(E) Certain protections in event of appointment 
                of conservator.--Notwithstanding any other provision of 
                this section, any other Federal law, or the law of any 
                State (other than paragraph (10) of this subsection and 
                subsection (b)(9)(B)), no person shall be stayed or 
                prohibited from exercising--
                            ``(i) any right such person has to cause 
                        the termination, liquidation, or acceleration 
                        of any qualified financial contract with a 
                        regulated entity in a conservatorship based 
                        upon a default under such financial contract 
                        which is enforceable under applicable 
                        noninsolvency law;
                            ``(ii) any right under any security 
                        agreement or arrangement or other credit 
                        enhancement relating to 1 or more such 
                        qualified financial contracts; or
                            ``(iii) any right to offset or net out any 
                        termination values, payment amounts, or other 
                        transfer obligations arising under or in 
                        connection with such qualified financial 
                        contracts.
                    ``(F) Clarification.--No provision of law shall be 
                construed as limiting the right or power of the Agency, 
                or authorizing any court or agency to limit or delay in 
                any manner, the right or power of the Agency to 
                transfer any qualified financial contract in accordance 
                with paragraphs (9) and (10), or to disaffirm or 
                repudiate any such contract in accordance with 
                subsection (d)(1).
                    ``(G) Walkaway clauses not effective.--
                            ``(i) In general.--Notwithstanding the 
                        provisions of subparagraphs (A) and (E), and 
                        sections 403 and 404 of the Federal Deposit 
                        Insurance Corporation Improvement Act of 1991, 
                        no walkaway clause shall be enforceable in a 
                        qualified financial contract of a regulated 
                        entity in default.
                            ``(ii) Walkaway clause defined.--For 
                        purposes of this subparagraph, the term 
                        `walkaway clause' means a provision in a 
                        qualified financial contract that, after 
                        calculation of a value of a party's position or 
                        an amount due to or from 1 of the parties in 
                        accordance with its terms upon termination, 
                        liquidation, or acceleration of the qualified 
                        financial contract, either does not create a 
                        payment obligation of a party or extinguishes a 
                        payment obligation of a party in whole or in 
                        part solely because of the status of such party 
                        as a nondefaulting party.
            ``(9) Transfer of qualified financial contracts.--In making 
        any transfer of assets or liabilities of a regulated entity in 
        default which includes any qualified financial contract, the 
        conservator or receiver for such regulated entity shall 
        either--
                    ``(A) transfer to 1 person--
                            ``(i) all qualified financial contracts 
                        between any person (or any affiliate of such 
                        person) and the regulated entity in default;
                            ``(ii) all claims of such person (or any 
                        affiliate of such person) against such 
                        regulated entity under any such contract (other 
                        than any claim which, under the terms of any 
                        such contract, is subordinated to the claims of 
                        general unsecured creditors of such regulated 
                        entity);
                            ``(iii) all claims of such regulated entity 
                        against such person (or any affiliate of such 
                        person) under any such contract; and
                            ``(iv) all property securing, or any other 
                        credit enhancement for any contract described 
                        in clause (i), or any claim described in clause 
                        (ii) or (iii) under any such contract; or
                    ``(B) transfer none of the financial contracts, 
                claims, or property referred to under subparagraph (A) 
                (with respect to such person and any affiliate of such 
                person).
            ``(10) Notification of transfer.--
                    ``(A) In general.--The conservator or receiver 
                shall notify any person that is a party to a contract 
                or transfer by 5:00 p.m. (Eastern Standard Time) on the 
                business day following the date of the appointment of 
                the receiver in the case of a receivership, or the 
                business day following such transfer in the case of a 
                conservatorship, if--
                            ``(i) the conservator or receiver for a 
                        regulated entity in default makes any transfer 
                        of the assets and liabilities of such regulated 
                        entity; and
                            ``(ii) such transfer includes any qualified 
                        financial contract.
                    ``(B) Certain rights not enforceable.--
                            ``(i) Receivership.--A person who is a 
                        party to a qualified financial contract with a 
                        regulated entity may not exercise any right 
                        that such person has to terminate, liquidate, 
                        or net such contract under paragraph (8)(A) of 
                        this subsection or under section 403 or 404 of 
                        the Federal Deposit Insurance Corporation 
                        Improvement Act of 1991, solely by reason of or 
                        incidental to the appointment of a receiver for 
                        the regulated entity (or the insolvency or 
                        financial condition of the regulated entity for 
                        which the receiver has been appointed)--
                                    ``(I) until 5:00 p.m. (Eastern 
                                Standard Time) on the business day 
                                following the date of the appointment 
                                of the receiver; or
                                    ``(II) after the person has 
                                received notice that the contract has 
                                been transferred pursuant to paragraph 
                                (9)(A).
                            ``(ii) Conservatorship.--A person who is a 
                        party to a qualified financial contract with a 
                        regulated entity may not exercise any right 
                        that such person has to terminate, liquidate, 
                        or net such contract under paragraph (8)(E) of 
                        this subsection or under section 403 or 404 of 
                        the Federal Deposit Insurance Corporation 
                        Improvement Act of 1991, solely by reason of or 
                        incidental to the appointment of a conservator 
                        for the regulated entity (or the insolvency or 
                        financial condition of the regulated entity for 
                        which the conservator has been appointed).
                            ``(iii) Notice.--For purposes of this 
                        paragraph, the conservator or receiver of a 
                        regulated entity shall be deemed to have 
                        notified a person who is a party to a qualified 
                        financial contract with such regulated entity, 
                        if the conservator or receiver has taken steps 
                        reasonably calculated to provide notice to such 
                        person by the time specified in subparagraph 
                        (A).
                    ``(C) Business day defined.--For purposes of this 
                paragraph, the term `business day' means any day other 
                than any Saturday, Sunday, or any day on which either 
                the New York Stock Exchange or the Federal Reserve Bank 
                of New York is closed.
            ``(11) Disaffirmance or repudiation of qualified financial 
        contracts.--In exercising the rights of disaffirmance or 
        repudiation of a conservator or receiver with respect to any 
        qualified financial contract to which a regulated entity is a 
        party, the conservator or receiver for such institution shall 
        either--
                    ``(A) disaffirm or repudiate all qualified 
                financial contracts between--
                            ``(i) any person or any affiliate of such 
                        person; and
                            ``(ii) the regulated entity in default; or
                    ``(B) disaffirm or repudiate none of the qualified 
                financial contracts referred to in subparagraph (A) 
                (with respect to such person or any affiliate of such 
                person).
            ``(12) Certain security interests not avoidable.--No 
        provision of this subsection shall be construed as permitting 
        the avoidance of any legally enforceable or perfected security 
        interest in any of the assets of any regulated entity, except 
        where such an interest is taken in contemplation of the 
        insolvency of the regulated entity, or with the intent to 
        hinder, delay, or defraud the regulated entity or the creditors 
        of such regulated entity.
            ``(13) Authority to enforce contracts.--
                    ``(A) In general.--Notwithstanding any provision of 
                a contract providing for termination, default, 
                acceleration, or exercise of rights upon, or solely by 
                reason of, insolvency or the appointment of, or the 
                exercise of rights or powers by, a conservator or 
                receiver, the conservator or receiver may enforce any 
                contract, other than a contract for liability insurance 
                for a director or officer, or a contract or a regulated 
                entity bond, entered into by the regulated entity.
                    ``(B) Certain rights not affected.--No provision of 
                this paragraph may be construed as impairing or 
                affecting any right of the conservator or receiver to 
                enforce or recover under a liability insurance contract 
                for an officer or director, or regulated entity bond 
                under other applicable law.
                    ``(C) Consent requirement.--
                            ``(i) In general.--Except as otherwise 
                        provided under this section, no person may 
                        exercise any right or power to terminate, 
                        accelerate, or declare a default under any 
                        contract to which a regulated entity is a 
                        party, or to obtain possession of or exercise 
                        control over any property of the regulated 
                        entity, or affect any contractual rights of the 
                        regulated entity, without the consent of the 
                        conservator or receiver, as appropriate, for a 
                        period of--
                                    ``(I) 45 days after the date of 
                                appointment of a conservator; or
                                    ``(II) 90 days after the date of 
                                appointment of a receiver.
                            ``(ii) Exceptions.--This subparagraph shall 
                        not--
                                    ``(I) apply to a contract for 
                                liability insurance for an officer or 
                                director;
                                    ``(II) apply to the rights of 
                                parties to certain qualified financial 
                                contracts under subsection (d)(8); and
                                    ``(III) be construed as permitting 
                                the conservator or receiver to fail to 
                                comply with otherwise enforceable 
                                provisions of such contracts.
            ``(14) Savings clause.--The meanings of terms used in this 
        subsection are applicable for purposes of this subsection only, 
        and shall not be construed or applied so as to challenge or 
        affect the characterization, definition, or treatment of any 
        similar terms under any other statute, regulation, or rule, 
        including the Gramm-Leach-Bliley Act, the Legal Certainty for 
        Bank Products Act of 2000, the securities laws (as that term is 
        defined in section 3(a)(47) of the Securities Exchange Act of 
        1934), and the Commodity Exchange Act.
            ``(15) Exception for federal reserve and federal home loan 
        banks.--No provision of this subsection shall apply with 
        respect to--
                    ``(A) any extension of credit from any Federal Home 
                Loan Bank or Federal Reserve Bank to any regulated 
                entity; or
                    ``(B) any security interest in the assets of the 
                regulated entity securing any such extension of credit.
    ``(e) Valuation of Claims in Default.--
            ``(1) In general.--Notwithstanding any other provision of 
        Federal law or the law of any State, and regardless of the 
        method which the Agency determines to utilize with respect to a 
        regulated entity in default or in danger of default, including 
        transactions authorized under subsection (i), this subsection 
        shall govern the rights of the creditors of such regulated 
        entity.
            ``(2) Maximum liability.--The maximum liability of the 
        Agency, acting as receiver or in any other capacity, to any 
        person having a claim against the receiver or the regulated 
        entity for which such receiver is appointed shall be not more 
        than the amount that such claimant would have received if the 
        Agency had liquidated the assets and liabilities of the 
        regulated entity without exercising the authority of the Agency 
        under subsection (i).
    ``(f) Limitation on Court Action.--Except as provided in this 
section or at the request of the Director, no court may take any action 
to restrain or affect the exercise of powers or functions of the Agency 
as a conservator or a receiver.
    ``(g) Liability of Directors and Officers.--
            ``(1) In general.--A director or officer of a regulated 
        entity may be held personally liable for monetary damages in 
        any civil action described in paragraph (2) brought by, on 
        behalf of, or at the request or direction of the Agency, and 
        prosecuted wholly or partially for the benefit of the Agency--
                    ``(A) acting as conservator or receiver of such 
                regulated entity; or
                    ``(B) acting based upon a suit, claim, or cause of 
                action purchased from, assigned by, or otherwise 
                conveyed by such receiver or conservator.
            ``(2) Actions addressed.--Paragraph (1) applies in any 
        civil action for gross negligence, including any similar 
        conduct or conduct that demonstrates a greater disregard of a 
        duty of care than gross negligence, including intentional 
        tortious conduct, as such terms are defined and determined 
        under applicable State law.
            ``(3) No limitation.--Nothing in this subsection shall 
        impair or affect any right of the Agency under other applicable 
        law.
    ``(h) Damages.--In any proceeding related to any claim against a 
director, officer, employee, agent, attorney, accountant, appraiser, or 
any other party employed by or providing services to a regulated 
entity, recoverable damages determined to result from the improvident 
or otherwise improper use or investment of any assets of the regulated 
entity shall include principal losses and appropriate interest.
    ``(i) Limited-Life Regulated Entities.--
            ``(1) Organization.--
                    ``(A) Purpose.--The Agency, as receiver appointed 
                pursuant to subsection (a)--
                            ``(i) may, in the case of a Federal Home 
                        Loan Bank, organize a limited-life regulated 
                        entity with those powers and attributes of the 
                        Federal Home Loan Bank in default or in danger 
                        of default as the Director determines 
                        necessary, subject to the provisions of this 
                        subsection, and the Director shall grant a 
                        temporary charter to that limited-life 
                        regulated entity, and that limited-life 
                        regulated entity shall operate subject to that 
                        charter; and
                            ``(ii) shall, in the case of an enterprise, 
                        organize a limited-life regulated entity with 
                        respect to that enterprise in accordance with 
                        this subsection.
                    ``(B) Authorities.--Upon the creation of a limited-
                life regulated entity under subparagraph (A), the 
                limited-life regulated entity may--
                            ``(i) assume such liabilities of the 
                        regulated entity that is in default or in 
                        danger of default as the Agency may, in its 
                        discretion, determine to be appropriate, except 
                        that the liabilities assumed shall not exceed 
                        the amount of assets purchased or transferred 
                        from the regulated entity to the limited-life 
                        regulated entity;
                            ``(ii) purchase such assets of the 
                        regulated entity that is in default, or in 
                        danger of default as the Agency may, in its 
                        discretion, determine to be appropriate; and
                            ``(iii) perform any other temporary 
                        function which the Agency may, in its 
                        discretion, prescribe in accordance with this 
                        section.
            ``(2) Charter and establishment.--
                    ``(A) Transfer of charter.--
                            ``(i) Fannie mae.--If the Agency is 
                        appointed as receiver for the Federal National 
                        Mortgage Association, the limited-life 
                        regulated entity established under this 
                        subsection with respect to such enterprise 
                        shall, by operation of law and immediately upon 
                        its organization--
                                    ``(I) succeed to the charter of the 
                                Federal National Mortgage Association, 
                                as set forth in the Federal National 
                                Mortgage Association Charter Act; and
                                    ``(II) thereafter operate in 
                                accordance with, and subject to, such 
                                charter, this Act, and any other 
                                provision of law to which the Federal 
                                National Mortgage Association is 
                                subject, except as otherwise provided 
                                in this subsection.
                            ``(ii) Freddie mac.--If the Agency is 
                        appointed as receiver for the Federal Home Loan 
                        Mortgage Corporation, the limited-life 
                        regulated entity established under this 
                        subsection with respect to such enterprise 
                        shall, by operation of law and immediately upon 
                        its organization--
                                    ``(I) succeed to the charter of the 
                                Federal Home Loan Mortgage Corporation, 
                                as set forth in the Federal Home Loan 
                                Mortgage Corporation Charter Act; and
                                    ``(II) thereafter operate in 
                                accordance with, and subject to, such 
                                charter, this Act, and any other 
                                provision of law to which the Federal 
                                Home Loan Mortgage Corporation is 
                                subject, except as otherwise provided 
                                in this subsection.
                    ``(B) Interests in and assets and obligations of 
                regulated entity in default.--Notwithstanding 
                subparagraph (A) or any other provision of law--
                            ``(i) a limited-life regulated entity shall 
                        assume, acquire, or succeed to the assets or 
                        liabilities of a regulated entity only to the 
                        extent that such assets or liabilities are 
                        transferred by the Agency to the limited-life 
                        regulated entity in accordance with, and 
                        subject to the restrictions set forth in, 
                        paragraph (1)(B);
                            ``(ii) a limited-life regulated entity 
                        shall not assume, acquire, or succeed to any 
                        obligation that a regulated entity for which a 
                        receiver has been appointed may have to any 
                        shareholder of the regulated entity that arises 
                        as a result of the status of that person as a 
                        shareholder of the regulated entity; and
                            ``(iii) no shareholder or creditor of a 
                        regulated entity shall have any right or claim 
                        against the charter of the regulated entity 
                        once the Agency has been appointed receiver for 
                        the regulated entity and a limited-life 
                        regulated entity succeeds to the charter 
                        pursuant to subparagraph (A).
                    ``(C) Limited-life regulated entity treated as 
                being in default for certain purposes.--A limited-life 
                regulated entity shall be treated as a regulated entity 
                in default at such times and for such purposes as the 
                Agency may, in its discretion, determine.
                    ``(D) Management.--Upon its establishment, a 
                limited-life regulated entity shall be under the 
                management of a board of directors consisting of not 
                fewer than 5 nor more than 10 members appointed by the 
                Agency.
                    ``(E) Bylaws.--The board of directors of a limited-
                life regulated entity shall adopt such bylaws as may be 
                approved by the Agency.
            ``(3) Capital stock.--
                            ``(A) No agency requirement.--The Agency is 
                        not required to pay capital stock into a 
                        limited-life regulated entity or to issue any 
                        capital stock on behalf of a limited-life 
                        regulated entity established under this 
                        subsection.
                            ``(B) Authority.--If the Director 
                        determines that such action is advisable, the 
                        Agency may cause capital stock or other 
                        securities of a limited-life regulated entity 
                        established with respect to an enterprise to be 
                        issued and offered for sale, in such amounts 
                        and on such terms and conditions as the 
                        Director may determine, in the discretion of 
                        the Director.
            ``(4) Investments.--Funds of a limited-life regulated 
        entity shall be kept on hand in cash, invested in obligations 
        of the United States or obligations guaranteed as to principal 
        and interest by the United States, or deposited with the 
        Agency, or any Federal reserve bank.
            ``(5) Exempt tax status.--Notwithstanding any other 
        provision of Federal or State law, a limited-life regulated 
        entity, its franchise, property, and income shall be exempt 
        from all taxation now or hereafter imposed by the United 
        States, by any territory, dependency, or possession thereof, or 
        by any State, county, municipality, or local taxing authority.
            ``(6) Winding up.--
                    ``(A) In general.--Subject to subparagraphs (B) and 
                (C), not later than 2 years after the date of its 
                organization, the Agency shall wind up the affairs of a 
                limited-life regulated entity.
                    ``(B) Extension.--The Director may, in the 
                discretion of the Director, extend the status of a 
                limited-life regulated entity for 3 additional 1-year 
                periods.
                    ``(C) Termination of status as limited-life 
                regulated entity.--
                            ``(i) In general.--Upon the sale by the 
                        Agency of 80 percent or more of the capital 
                        stock of a limited-life regulated entity, as 
                        defined in clause (iv), to 1 or more persons 
                        (other than the Agency)--
                                    ``(I) the status of the limited-
                                life regulated entity as such shall 
                                terminate; and
                                    ``(II) the entity shall cease to be 
                                a limited-life regulated entity for 
                                purposes of this subsection.
                            ``(ii) Divestiture of remaining stock, if 
                        any.--
                                    ``(I) In general.--Not later than 1 
                                year after the date on which the status 
                                of a limited-life regulated entity is 
                                terminated pursuant to clause (i), the 
                                Agency shall sell to 1 or more persons 
                                (other than the Agency) any remaining 
                                capital stock of the former limited-
                                life regulated entity.
                                    ``(II) Extension authorized.--The 
                                Director may extend the period referred 
                                to in subclause (I) for not longer than 
                                an additional 2 years, if the Director 
                                determines that such action would be in 
                                the public interest.
                            ``(iii) Savings clause.--Notwithstanding 
                        any provision of law, other than clause (ii), 
                        the Agency shall not be required to sell the 
                        capital stock of an enterprise or a limited-
                        life regulated entity established with respect 
                        to an enterprise.
                            ``(iv) Applicability.--This subparagraph 
                        applies only with respect to a limited-life 
                        regulated entity that is established with 
                        respect to an enterprise.
            ``(7) Transfer of assets and liabilities.--
                    ``(A) In general.--
                            ``(i) Transfer of assets and liabilities.--
                        The Agency, as receiver, may transfer any 
                        assets and liabilities of a regulated entity in 
                        default, or in danger of default, to the 
                        limited-life regulated entity in accordance 
                        with and subject to the restrictions of 
                        paragraph (1).
                            ``(ii) Subsequent transfers.--At any time 
                        after the establishment of a limited-life 
                        regulated entity, the Agency, as receiver, may 
                        transfer any assets and liabilities of the 
                        regulated entity in default, or in danger of 
                        default, as the Agency may, in its discretion, 
                        determine to be appropriate in accordance with 
                        and subject to the restrictions of paragraph 
                        (1).
                            ``(iii) Effective without approval.--The 
                        transfer of any assets or liabilities of a 
                        regulated entity in default or in danger of 
                        default to a limited-life regulated entity 
                        shall be effective without any further approval 
                        under Federal or State law, assignment, or 
                        consent with respect thereto.
                            ``(iv) Equitable treatment of similarly 
                        situated creditors.--The Agency shall treat all 
                        creditors of a regulated entity in default or 
                        in danger of default that are similarly 
                        situated under subsection (c)(1) in a similar 
                        manner in exercising the authority of the 
                        Agency under this subsection to transfer any 
                        assets or liabilities of the regulated entity 
                        to the limited-life regulated entity 
                        established with respect to such regulated 
                        entity, except that the Agency may take actions 
                        (including making payments) that do not comply 
                        with this clause, if--
                                    ``(I) the Director determines that 
                                such actions are necessary to maximize 
                                the value of the assets of the 
                                regulated entity, to maximize the 
                                present value return from the sale or 
                                other disposition of the assets of the 
                                regulated entity, or to minimize the 
                                amount of any loss realized upon the 
                                sale or other disposition of the assets 
                                of the regulated entity; and
                                    ``(II) all creditors that are 
                                similarly situated under subsection 
                                (c)(1) receive not less than the amount 
                                provided in subsection (e)(2).
                            ``(v) Limitation on transfer of 
                        liabilities.--Notwithstanding any other 
                        provision of law, the aggregate amount of 
                        liabilities of a regulated entity that are 
                        transferred to, or assumed by, a limited-life 
                        regulated entity may not exceed the aggregate 
                        amount of assets of the regulated entity that 
                        are transferred to, or purchased by, the 
                        limited-life regulated entity.
            ``(8) Regulations.--The Agency may promulgate such 
        regulations as the Agency determines to be necessary or 
        appropriate to implement this subsection.
            ``(9) Powers of limited-life regulated entities.--
                    ``(A) In general.--Each limited-life regulated 
                entity created under this subsection shall have all 
                corporate powers of, and be subject to the same 
                provisions of law as, the regulated entity in default 
                or in danger of default to which it relates, except 
                that--
                            ``(i) the Agency may--
                                    ``(I) remove the directors of a 
                                limited-life regulated entity;
                                    ``(II) fix the compensation of 
                                members of the board of directors and 
                                senior management, as determined by the 
                                Agency in its discretion, of a limited-
                                life regulated entity; and
                                    ``(III) indemnify the 
                                representatives for purposes of 
                                paragraph (1)(B), and the directors, 
                                officers, employees, and agents of a 
                                limited-life regulated entity on such 
                                terms as the Agency determines to be 
                                appropriate; and
                            ``(ii) the board of directors of a limited-
                        life regulated entity--
                                    ``(I) shall elect a chairperson who 
                                may also serve in the position of chief 
                                executive officer, except that such 
                                person shall not serve either as 
                                chairperson or as chief executive 
                                officer without the prior approval of 
                                the Agency; and
                                    ``(II) may appoint a chief 
                                executive officer who is not also the 
                                chairperson, except that such person 
                                shall not serve as chief executive 
                                officer without the prior approval of 
                                the Agency.
                    ``(B) Stay of judicial action.--Any judicial action 
                to which a limited-life regulated entity becomes a 
                party by virtue of its acquisition of any assets or 
                assumption of any liabilities of a regulated entity in 
                default shall be stayed from further proceedings for a 
                period of not longer than 45 days, at the request of 
                the limited-life regulated entity. Such period may be 
                modified upon the consent of all parties.
            ``(10) No federal status.--
                    ``(A) Agency status.--A limited-life regulated 
                entity is not an agency, establishment, or 
                instrumentality of the United States.
                    ``(B) Employee status.--Representatives for 
                purposes of paragraph (1)(B), interim directors, 
                directors, officers, employees, or agents of a limited-
                life regulated entity are not, solely by virtue of 
                service in any such capacity, officers or employees of 
                the United States. Any employee of the Agency or of any 
                Federal instrumentality who serves at the request of 
                the Agency as a representative for purposes of 
                paragraph (1)(B), interim director, director, officer, 
                employee, or agent of a limited-life regulated entity 
                shall not--
                            ``(i) solely by virtue of service in any 
                        such capacity lose any existing status as an 
                        officer or employee of the United States for 
                        purposes of title 5, United States Code, or any 
                        other provision of law; or
                            ``(ii) receive any salary or benefits for 
                        service in any such capacity with respect to a 
                        limited-life regulated entity in addition to 
                        such salary or benefits as are obtained through 
                        employment with the Agency or such Federal 
                        instrumentality.
            ``(11) Authority to obtain credit.--
                    ``(A) In general.--A limited-life regulated entity 
                may obtain unsecured credit and issue unsecured debt.
                    ``(B) Inability to obtain credit.--If a limited-
                life regulated entity is unable to obtain unsecured 
                credit or issue unsecured debt, the Director may 
                authorize the obtaining of credit or the issuance of 
                debt by the limited-life regulated entity--
                            ``(i) with priority over any or all of the 
                        obligations of the limited-life regulated 
                        entity;
                            ``(ii) secured by a lien on property of the 
                        limited-life regulated entity that is not 
                        otherwise subject to a lien; or
                            ``(iii) secured by a junior lien on 
                        property of the limited-life regulated entity 
                        that is subject to a lien.
                    ``(C) Limitations.--
                            ``(i) In general.--The Director, after 
                        notice and a hearing, may authorize the 
                        obtaining of credit or the issuance of debt by 
                        a limited-life regulated entity that is secured 
                        by a senior or equal lien on property of the 
                        limited-life regulated entity that is subject 
                        to a lien (other than mortgages that 
                        collateralize the mortgage-backed securities 
                        issued or guaranteed by an enterprise) only 
                        if--
                                    ``(I) the limited-life regulated 
                                entity is unable to otherwise obtain 
                                such credit or issue such debt; and
                                    ``(II) there is adequate protection 
                                of the interest of the holder of the 
                                lien on the property with respect to 
                                which such senior or equal lien is 
                                proposed to be granted.
                    ``(D) Burden of proof.--In any hearing under this 
                subsection, the Director has the burden of proof on the 
                issue of adequate protection.
            ``(12) Affect on debts and liens.--The reversal or 
        modification on appeal of an authorization under this 
        subsection to obtain credit or issue debt, or of a grant under 
        this section of a priority or a lien, does not affect the 
        validity of any debt so issued, or any priority or lien so 
        granted, to an entity that extended such credit in good faith, 
        whether or not such entity knew of the pendency of the appeal, 
        unless such authorization and the issuance of such debt, or the 
        granting of such priority or lien, were stayed pending appeal.
    ``(j) Other Agency Exemptions.--
            ``(1) Applicability.--The provisions of this subsection 
        shall apply with respect to the Agency in any case in which the 
        Agency is acting as a conservator or a receiver.
            ``(2) Taxation.--The Agency, including its franchise, its 
        capital, reserves, and surplus, and its income, shall be exempt 
        from all taxation imposed by any State, county, municipality, 
        or local taxing authority, except that any real property of the 
        Agency shall be subject to State, territorial, county, 
        municipal, or local taxation to the same extent according to 
        its value as other real property is taxed, except that, 
        notwithstanding the failure of any person to challenge an 
        assessment under State law of the value of such property, and 
        the tax thereon, shall be determined as of the period for which 
        such tax is imposed.
            ``(3) Property protection.--No property of the Agency shall 
        be subject to levy, attachment, garnishment, foreclosure, or 
        sale without the consent of the Agency, nor shall any 
        involuntary lien attach to the property of the Agency.
            ``(4) Penalties and fines.--The Agency shall not be liable 
        for any amounts in the nature of penalties or fines, including 
        those arising from the failure of any person to pay any real 
        property, personal property, probate, or recording tax or any 
        recording or filing fees when due.
    ``(k) Prohibition of Charter Revocation.--In no case may the 
receiver appointed pursuant to this section revoke, annul, or terminate 
the charter of an enterprise.''.
    (b) Technical and Conforming Amendments.--The Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 (12 U.S.C. 4501 
et seq.) is amended--
            (1) in section 1368 (12 U.S.C. 4618)--
                    (A) by striking ``an enterprise'' each place that 
                term appears and inserting ``a regulated entity''; and
                    (B) by striking ``the enterprise'' each place that 
                term appears and inserting ``the regulated entity'';
            (2) in section 1369C (12 U.S.C. 4622), by striking 
        ``enterprise'' each place that term appears and inserting 
        ``regulated entity'';
            (3) in section 1369D (12 U.S.C. 4623)--
                    (A) by striking ``an enterprise'' each place that 
                term appears and inserting ``a regulated entity''; and
                    (B) in subsection (a)(1), by striking ``An 
                enterprise'' and inserting ``A regulated entity''; and
            (4) by striking sections 1369, 1369A, and 1369B (12 U.S.C. 
        4619, 4620, and 4621).

                    Subtitle D--Enforcement Actions

SEC. 151. CEASE AND DESIST PROCEEDINGS.

    Section 1371 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4631) is amended--
            (1) by striking subsections (a) and (b) and inserting the 
        following:
    ``(a) Issuance for Unsafe or Unsound Practices and Violations.--
            ``(1) Authority of director.--If, in the opinion of the 
        Director, a regulated entity or any entity-affiliated party is 
        engaging or has engaged, or the Director has reasonable cause 
        to believe that the regulated entity or any entity-affiliated 
        party is about to engage, in an unsafe or unsound practice in 
        conducting the business of the regulated entity or the Office 
        of Finance, or is violating or has violated, or the Director 
        has reasonable cause to believe is about to violate, a law, 
        rule, regulation, or order, or any condition imposed in writing 
        by the Director in connection with the granting of any 
        application or other request by the regulated entity or the 
        Office of Finance or any written agreement entered into with 
        the Director, the Director may issue and serve upon the 
        regulated entity or entity-affiliated party a notice of charges 
        in respect thereof.
            ``(2) Limitation.--The Director may not, pursuant to this 
        section, enforce compliance with any housing goal established 
        under subpart B of part 2 of subtitle A of this title, with 
        section 1336 of this title, with subsection (m) or (n) of 
        section 309 of the Federal National Mortgage Association 
        Charter Act (12 U.S.C. 1723a(m), (n)), with subsection (e) or 
        (f) of section 307 of the Federal Home Loan Mortgage 
        Corporation Act (12 U.S.C. 1456(e), (f)), or with paragraph (5) 
        of section 10(j) of the Federal Home Loan Bank Act (12 U.S.C. 
        1430(j)).
    ``(b) Issuance for Unsatisfactory Rating.--If a regulated entity 
receives, in its most recent report of examination, a less-than-
satisfactory rating for asset quality, management, earnings, or 
liquidity, the Director may (if the deficiency is not corrected) deem 
the regulated entity to be engaging in an unsafe or unsound practice 
for purposes of subsection (a).'';
            (2) in subsection (c)--
                    (A) in paragraph (1), by inserting before the 
                period at the end the following: ``, unless the party 
                served with a notice of charges shall appear at the 
                hearing personally or by a duly authorized 
                representative, the party shall be deemed to have 
                consented to the issuance of the cease and desist 
                order''; and
                    (B) in paragraph (2)--
                            (i) by striking ``or director'' and 
                        inserting ``director, or entity-affiliated 
                        party''; and
                            (ii) by inserting ``or entity-affiliated 
                        party'' before ``consents'';
            (3) in each of subsections (c), (d), and (e)--
                    (A) by striking ``the enterprise'' each place that 
                term appears and inserting ``the regulated entity'';
                    (B) by striking ``an enterprise'' each place that 
                term appears and inserting ``a regulated entity''; and
                    (C) by striking ``conduct'' each place that term 
                appears and inserting ``practice'';
            (4) in subsection (d)--
                    (A) in the matter preceding paragraph (1)--
                            (i) by striking ``or director'' and 
                        inserting ``director, or entity-affiliated 
                        party''; and
                            (ii) by inserting ``to require a regulated 
                        entity or entity-affiliated party'' after 
                        ``includes the authority'';
                    (B) in paragraph (1)--
                            (i) by striking ``to require an executive 
                        officer or a director to''; and
                            (ii) by striking ``loss'' and all that 
                        follows through ``person'' and inserting 
                        ``loss, if'';
                            (iii) in subparagraph (A), by inserting 
                        ``such entity or party or finance facility'' 
                        before ``was''; and
                            (iv) by striking subparagraph (B) and 
                        inserting the following:
                    ``(B) the violation or practice involved a reckless 
                disregard for the law or any applicable regulations or 
                prior order of the Director;''; and
                    (C) in paragraph (4), by inserting ``loan or'' 
                before ``asset'';
            (5) in subsection (e), by inserting ``or entity-affiliated 
        party''--
                    (A) before ``or any executive''; and
                    (B) before the period at the end; and
            (6) in subsection (f)--
                    (A) by striking ``enterprise'' and inserting 
                ``regulated entity, finance facility,''; and
                    (B) by striking ``or director'' and inserting 
                ``director, or entity-affiliated party''.

SEC. 152. TEMPORARY CEASE AND DESIST PROCEEDINGS.

    Section 1372 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4632) is amended--
            (1) by striking subsection (a) and inserting the following:
    ``(a) Grounds for Issuance.--
            ``(1) In general.--If the Director determines that the 
        actions specified in the notice of charges served upon a 
        regulated entity or any entity-affiliated party pursuant to 
        section 1371(a), or the continuation thereof, is likely to 
        cause insolvency or significant dissipation of assets or 
        earnings of that entity, or is likely to weaken the condition 
        of that entity prior to the completion of the proceedings 
        conducted pursuant to sections 1371 and 1373, the Director 
        may--
                    ``(A) issue a temporary order requiring that 
                regulated entity or entity-affiliated party to cease 
                and desist from any such violation or practice; and
                    ``(B) require that regulated entity or entity-
                affiliated party to take affirmative action to prevent 
                or remedy such insolvency, dissipation, condition, or 
                prejudice pending completion of such proceedings.
            ``(2) Additional requirements.--An order issued under 
        paragraph (1) may include any requirement authorized under 
        subsection 1371(d).'';
            (2) in subsection (b)--
                    (A) by striking ``or director'' and inserting 
                ``director, or entity-affiliated party''; and
                    (B) by striking ``enterprise'' each place that term 
                appears and inserting ``regulated entity'';
            (3) in subsection (c), by striking ``enterprise'' each 
        place that term appears and inserting ``regulated entity'';
            (4) in subsection (d)--
                    (A) by striking ``or director'' each place that 
                term appears and inserting ``director, or entity-
                affiliated party''; and
                    (B) by striking ``An enterprise'' and inserting ``A 
                regulated entity''; and
            (5) in subsection (e)--
                    (A) by striking ``request the Attorney General of 
                the United States to''; and
                    (B) by striking ``or may, under the direction and 
                control of the Attorney General, bring such action''.

SEC. 153. REMOVAL AND PROHIBITION AUTHORITY.

    (a) In General.--Part 1 of subtitle C of the Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 (12 U.S.C. 4631 
et seq.) is amended--
            (1) by redesignating sections 1377 through 1379B (12 U.S.C. 
        4637-4641) as sections 1379 through 1379D, respectively; and
            (2) by inserting after section 1376 (12 U.S.C. 4636) the 
        following:

``SEC. 1377. REMOVAL AND PROHIBITION AUTHORITY.

    ``(a) Authority To Issue Order.--
            ``(1) In general.--The Director may serve upon a party 
        described in paragraph (2), or any officer, director, or 
        management of the Office of Finance a written notice of the 
        intention of the Director to suspend or remove such party from 
        office, or prohibit any further participation by such party, in 
        any manner, in the conduct of the affairs of the regulated 
        entity.
            ``(2) Applicability.--A party described in this paragraph 
        is an entity-affiliated party or any officer, director, or 
        management of the Office of Finance, if the Director determines 
        that--
                    ``(A) that party, officer, or director has, 
                directly or indirectly--
                            ``(i) violated--
                                    ``(I) any law or regulation;
                                    ``(II) any cease and desist order 
                                which has become final;
                                    ``(III) any condition imposed in 
                                writing by the Director in connection 
                                with the grant of any application or 
                                other request by such regulated entity; 
                                or
                                    ``(IV) any written agreement 
                                between such regulated entity and the 
                                Director;
                            ``(ii) engaged or participated in any 
                        unsafe or unsound practice in connection with 
                        any regulated entity or business institution; 
                        or
                            ``(iii) committed or engaged in any act, 
                        omission, or practice which constitutes a 
                        breach of such party's fiduciary duty;
                    ``(B) by reason of the violation, practice, or 
                breach described in subparagraph (A)--
                            ``(i) such regulated entity or business 
                        institution has suffered or will probably 
                        suffer financial loss or other damage; or
                            ``(ii) such party has received financial 
                        gain or other benefit; and
                    ``(C) the violation, practice, or breach described 
                in subparagraph (A)--
                            ``(i) involves personal dishonesty on the 
                        part of such party; or
                            ``(ii) demonstrates willful or continuing 
                        disregard by such party for the safety or 
                        soundness of such regulated entity or business 
                        institution.
    ``(b) Suspension Order.--
            ``(1) Suspension or prohibition authority.--If the Director 
        serves written notice under subsection (a) upon a party subject 
        to that subsection (a), the Director may, by order, suspend or 
        remove such party from office, or prohibit such party from 
        further participation in any manner in the conduct of the 
        affairs of the regulated entity, if the Director--
                    ``(A) determines that such action is necessary for 
                the protection of the regulated entity; and
                    ``(B) serves such party with written notice of the 
                order.
            ``(2) Effective period.--Any order issued under this 
        subsection--
                    ``(A) shall become effective upon service; and
                    ``(B) unless a court issues a stay of such order 
                under subsection (g), shall remain in effect and 
                enforceable until--
                            ``(i) the date on which the Director 
                        dismisses the charges contained in the notice 
                        served under subsection (a) with respect to 
                        such party; or
                            ``(ii) the effective date of an order 
                        issued under subsection (b).
            ``(3) Copy of order.--If the Director issues an order under 
        subsection (b) to any party, the Director shall serve a copy of 
        such order on any regulated entity with which such party is 
        affiliated at the time such order is issued.
    ``(c) Notice, Hearing, and Order.--
            ``(1) Notice.--A notice under subsection (a) of the 
        intention of the Director to issue an order under this section 
        shall contain a statement of the facts constituting grounds for 
        such action, and shall fix a time and place at which a hearing 
        will be held on such action.
            ``(2) Timing of hearing.--A hearing shall be fixed for a 
        date not earlier than 30 days, nor later than 60 days, after 
        the date of service of notice under subsection (a), unless an 
        earlier or a later date is set by the Director at the request 
        of--
                    ``(A) the party receiving such notice, and good 
                cause is shown; or
                    ``(B) the Attorney General of the United States.
            ``(3) Consent.--Unless the party that is the subject of a 
        notice delivered under subsection (a) appears at the hearing in 
        person or by a duly authorized representative, such party shall 
        be deemed to have consented to the issuance of an order under 
        this section.
            ``(4) Issuance of order of suspension.--The Director may 
        issue an order under this section, as the Director may deem 
        appropriate, if--
                    ``(A) a party is deemed to have consented to the 
                issuance of an order under paragraph (3); or
                    ``(B) upon the record made at the hearing, the 
                Director finds that any of the grounds specified in the 
                notice have been established.
            ``(5) Effectiveness of order.--Any order issued under 
        paragraph (4) shall become effective at the expiration of 30 
        days after the date of service upon the relevant regulated 
        entity and party (except in the case of an order issued upon 
        consent under paragraph (3), which shall become effective at 
        the time specified therein). Such order shall remain effective 
        and enforceable except to such extent as it is stayed, 
        modified, terminated, or set aside by action of the Director or 
        a reviewing court.
    ``(d) Prohibition of Certain Specific Activities.--Any person 
subject to an order issued under this section shall not--
            ``(1) participate in any manner in the conduct of the 
        affairs of any regulated entity or the Office of Finance;
            ``(2) solicit, procure, transfer, attempt to transfer, 
        vote, or attempt to vote any proxy, consent, or authorization 
        with respect to any voting rights in any regulated entity;
            ``(3) violate any voting agreement previously approved by 
        the Director; or
            ``(4) vote for a director, or serve or act as an entity-
        affiliated party of a regulated entity or as an officer or 
        director of the Office of Finance.
    ``(e) Industry-Wide Prohibition.--
            ``(1) In general.--Except as provided in paragraph (2), any 
        person who, pursuant to an order issued under this section, has 
        been removed or suspended from office in a regulated entity or 
        the Office of Finance, or prohibited from participating in the 
        conduct of the affairs of a regulated entity or the Office of 
        Finance, may not, while such order is in effect, continue or 
        commence to hold any office in, or participate in any manner in 
        the conduct of the affairs of, any regulated entity or the 
        Office of Finance.
            ``(2) Exception if director provides written consent.--If, 
        on or after the date on which an order is issued under this 
        section which removes or suspends from office any party, or 
        prohibits such party from participating in the conduct of the 
        affairs of a regulated entity or the Office of Finance, such 
        party receives the written consent of the Director, the order 
        shall, to the extent of such consent, cease to apply to such 
        party with respect to the regulated entity or such Office of 
        Finance described in the written consent. Any such consent 
        shall be publicly disclosed.
            ``(3) Violation of paragraph (1) treated as violation of 
        order.--Any violation of paragraph (1) by any person who is 
        subject to an order issued under subsection (h) shall be 
        treated as a violation of the order.
    ``(f) Applicability.--This section shall only apply to a person who 
is an individual, unless the Director specifically finds that it should 
apply to a corporation, firm, or other business entity.
    ``(g) Stay of Suspension and Prohibition of Entity-Affiliated 
Party.--Not later than 10 days after the date on which any entity-
affiliated party has been suspended from office or prohibited from 
participation in the conduct of the affairs of a regulated entity under 
this section, such party may apply to the United States District Court 
for the District of Columbia, or the United States district court for 
the judicial district in which the headquarters of the regulated entity 
is located, for a stay of such suspension or prohibition pending the 
completion of the administrative proceedings pursuant to subsection 
(c). The court shall have jurisdiction to stay such suspension or 
prohibition.
    ``(h) Suspension or Removal of Entity-Affiliated Party Charged With 
Felony.--
            ``(1) Suspension or prohibition.--
                    ``(A) In general.--Whenever any entity-affiliated 
                party is charged in any information, indictment, or 
                complaint, with the commission of or participation in a 
                crime involving dishonesty or breach of trust which is 
                punishable by imprisonment for a term exceeding 1 year 
                under Federal or State law, the Director may, if 
                continued service or participation by such party may 
                pose a threat to the regulated entity or impair public 
                confidence in the regulated entity, by written notice 
                served upon such party, suspend such party from office 
                or prohibit such party from further participation in 
                any manner in the conduct of the affairs of any 
                regulated entity.
                    ``(B) Provisions applicable to notice.--
                            ``(i) Copy.--A copy of any notice under 
                        subparagraph (A) shall be served upon the 
                        relevant regulated entity.
                            ``(ii) Effective period.--A suspension or 
                        prohibition under subparagraph (A) shall remain 
                        in effect until the information, indictment, or 
                        complaint referred to in subparagraph (A) is 
                        finally disposed of, or until terminated by the 
                        Director.
            ``(2) Removal or prohibition.--
                    ``(A) In general.--If a judgment of conviction or 
                an agreement to enter a pretrial diversion or other 
                similar program is entered against an entity-affiliated 
                party in connection with a crime described in paragraph 
                (1)(A), at such time as such judgment is not subject to 
                further appellate review, the Director may, if 
                continued service or participation by such party may 
                pose a threat to the regulated entity or impair public 
                confidence in the regulated entity, issue and serve 
                upon such party an order removing such party from 
                office or prohibiting such party from further 
                participation in any manner in the conduct of the 
                affairs of the regulated entity without the prior 
                written consent of the Director.
                    ``(B) Provisions applicable to order.--
                            ``(i) Copy.--A copy of any order under 
                        subparagraph (A) shall be served upon the 
                        relevant regulated entity, at which time the 
                        entity-affiliated party who is subject to the 
                        order (if a director or an officer) shall cease 
                        to be a director or officer of such regulated 
                        entity.
                            ``(ii) Effect of acquittal.--A finding of 
                        not guilty or other disposition of the charge 
                        shall not preclude the Director from 
                        instituting proceedings after such finding or 
                        disposition to remove a party from office or to 
                        prohibit further participation in the affairs 
                        of a regulated entity pursuant to subsection 
                        (a) or (b).
                            ``(iii) Effective period.--Unless 
                        terminated by the Director, any notice of 
                        suspension or order of removal issued under 
                        this subsection shall remain effective and 
                        outstanding until the completion of any hearing 
                        or appeal authorized under paragraph (4).
            ``(3) Authority of remaining board members.--
                    ``(A) In general.--If at any time, because of the 
                suspension of 1 or more directors pursuant to this 
                section, there shall be on the board of directors of a 
                regulated entity less than a quorum of directors not so 
                suspended, all powers and functions vested in or 
                exercisable by such board shall vest in and be 
                exercisable by the director or directors on the board 
                not so suspended, until such time as there shall be a 
                quorum of the board of directors.
                    ``(B) Appointment of temporary directors.--If all 
                of the directors of a regulated entity are suspended 
                pursuant to this section, the Director shall appoint 
                persons to serve temporarily as directors pending the 
                termination of such suspensions, or until such time as 
                those who have been suspended cease to be directors of 
                the regulated entity and their respective successors 
                take office.
            ``(4) Hearing regarding continued participation.--
                    ``(A) In general.--Not later than 30 days after the 
                date of service of any notice of suspension or order of 
                removal issued pursuant to paragraph (1) or (2), the 
                entity-affiliated party may request in writing an 
                opportunity to appear before the Director to show that 
                the continued service or participation in the conduct 
                of the affairs of the regulated entity by such party 
                does not, or is not likely to, pose a threat to the 
                interests of the regulated entity, or threaten to 
                impair public confidence in the regulated entity.
                    ``(B) Timing and form of hearing.--Upon receipt of 
                a request for a hearing under subparagraph (A), the 
                Director shall fix a time (not later than 30 days after 
                the date of receipt of such request, unless extended at 
                the request of such party) and place at which the 
                entity-affiliated party may appear, personally or 
                through counsel, before the Director or 1 or more 
                designated employees of the Director to submit written 
                materials (or, at the discretion of the Director, oral 
                testimony) and oral argument.
                    ``(C) Determination.--Not later than 60 days after 
                the date of a hearing under subparagraph (B), the 
                Director shall notify the entity-affiliated party 
                whether the suspension or prohibition from 
                participation in any manner in the conduct of the 
                affairs of the regulated entity will be continued, 
                terminated, or otherwise modified, or whether the order 
                removing such party from office or prohibiting such 
                party from further participation in any manner in the 
                conduct of the affairs of the regulated entity will be 
                rescinded or otherwise modified. Such notification 
                shall contain a statement of the basis for any adverse 
                decision of the Director.
            ``(5) Rules.--The Director is authorized to prescribe such 
        rules as may be necessary to carry out this subsection.''.
    (b) Conforming Amendments.--
            (1) Safety and soundness act.--Subtitle C of the Federal 
        Housing Enterprises Financial Safety and Soundness Act of 1992 
        (12 U.S.C. 4501 et seq.) is amended--
                    (A) in section 1317(f), by striking ``section 
                1379B'' and inserting ``section 1379D'';
                    (B) in section 1373(a)--
                            (i) in paragraph (1), by striking ``or 
                        1376(c)'' and inserting ``, 1376(c), or 1377'';
                            (ii) in paragraph (2), by inserting ``or 
                        1377'' after''1371''; and
                            (iii) in paragraph (4), by inserting ``or 
                        removal or prohibition'' after ``cease and 
                        desist''; and
                    (C) in section 1374(a)--
                            (i) by striking ``or 1376'' and inserting 
                        ``1313B , 1376, or 1377''; and
                            (ii) by striking ``such section'' and 
                        inserting ``this title''.
            (2) Fannie mae charter act.--Section 308(b) of the Federal 
        National Mortgage Association Charter Act (12 U.S.C. 1723(b)) 
        is amended in the second sentence, by striking ``The'' and 
        inserting ``Except to the extent that action under section 1377 
        of the Federal Housing Enterprises Financial Safety and 
        Soundness Act of 1992 temporarily results in a lesser number, 
        the''.
            (3) Freddie mac charter act.--Section 303(a)(2)(A) of the 
        Federal Home Loan Mortgage Corporation Act (12 U.S.C. 
        1452(a)(2)(A)) is amended, in the second sentence, by striking 
        ``The'' and inserting ``Except to the extent action under 
        section 1377 of the Federal Housing Enterprises Financial 
        Safety and Soundness Act of 1992 temporarily results in a 
        lesser number, the''.

SEC. 154. ENFORCEMENT AND JURISDICTION.

    Section 1375 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4635) is amended--
            (1) by striking subsection (a) and inserting the following 
        new subsection:
    ``(a) Enforcement.--The Director may, in the discretion of the 
Director, apply to the United States District Court for the District of 
Columbia, or the United States district court within the jurisdiction 
of which the headquarters of the regulated entity is located, for the 
enforcement of any effective and outstanding notice or order issued 
under this subtitle or subtitle B, or request that the Attorney General 
of the United States bring such an action. Such court shall have 
jurisdiction and power to order and require compliance with such notice 
or order.''; and
            (2) in subsection (b), by striking ``or 1376'' and 
        inserting ``1313B, 1376, or 1377''.

SEC. 155. CIVIL MONEY PENALTIES.

    Section 1376 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4636) is amended--
            (1) by striking subsection (a) and inserting the following:
    ``(a) In General.--The Director may impose a civil money penalty in 
accordance with this section on any regulated entity or any entity-
affiliated party. The Director shall not impose a civil penalty in 
accordance with this section on any regulated entity or any entity-
affiliated party for any violation that is addressed under section 
1345(a).'';
            (2) by striking subsection (b) and inserting the following:
    ``(b) Amount of Penalty.--
            ``(1) First tier.--A regulated entity or entity-affiliated 
        party shall forfeit and pay a civil penalty of not more than 
        $10,000 for each day during which a violation continues, if 
        such regulated entity or party--
                    ``(A) violates any provision of this title, the 
                authorizing statutes, or any order, condition, rule, or 
                regulation under this title or any authorizing statute;
                    ``(B) violates any final or temporary order or 
                notice issued pursuant to this title;
                    ``(C) violates any condition imposed in writing by 
                the Director in connection with the grant of any 
                application or other request by such regulated entity; 
                or
                    ``(D) violates any written agreement between the 
                regulated entity and the Director.
            ``(2) Second tier.--Notwithstanding paragraph (1), a 
        regulated entity or entity-affiliated party shall forfeit and 
        pay a civil penalty of not more than $50,000 for each day 
        during which a violation, practice, or breach continues, if--
                    ``(A) the regulated entity or entity-affiliated 
                party, respectively--
                            ``(i) commits any violation described in 
                        any subparagraph of paragraph (1);
                            ``(ii) recklessly engages in an unsafe or 
                        unsound practice in conducting the affairs of 
                        the regulated entity; or
                            ``(iii) breaches any fiduciary duty; and
                    ``(B) the violation, practice, or breach--
                            ``(i) is part of a pattern of misconduct;
                            ``(ii) causes or is likely to cause more 
                        than a minimal loss to the regulated entity; or
                            ``(iii) results in pecuniary gain or other 
                        benefit to such party.
            ``(3) Third tier.--Notwithstanding paragraphs (1) and (2), 
        any regulated entity or entity-affiliated party shall forfeit 
        and pay a civil penalty in an amount not to exceed the 
        applicable maximum amount determined under paragraph (4) for 
        each day during which such violation, practice, or breach 
        continues, if such regulated entity or entity-affiliated 
        party--
                    ``(A) knowingly--
                            ``(i) commits any violation described in 
                        any subparagraph of paragraph (1);
                            ``(ii) engages in any unsafe or unsound 
                        practice in conducting the affairs of the 
                        regulated entity; or
                            ``(iii) breaches any fiduciary duty; and
                    ``(B) knowingly or recklessly causes a substantial 
                loss to the regulated entity or a substantial pecuniary 
                gain or other benefit to such party by reason of such 
                violation, practice, or breach.
            ``(4) Maximum amounts of penalties for any violation 
        described in paragraph (3).--The maximum daily amount of any 
        civil penalty which may be assessed pursuant to paragraph (3) 
        for any violation, practice, or breach described in paragraph 
        (3) is--
                    ``(A) in the case of any entity-affiliated party, 
                an amount not to exceed $2,000,000; and
                    ``(B) in the case of any regulated entity, 
                $2,000,000.'';
            (3) in subsection (c)--
                    (A) by striking ``enterprise'' each place that term 
                appears and inserting ``regulated entity'';
                    (B) by inserting ``or entity-affiliated party'' 
                before ``in writing''; and
                    (C) by inserting ``or entity-affiliated party'' 
                before ``has been given'';
            (4) in subsection (d)--
                    (A) by striking ``or director'' each place such 
                term appears and inserting ``director, or entity-
                affiliated party'';
                    (B) by striking ``an enterprise'' and inserting ``a 
                regulated entity'';
                    (C) by striking ``the enterprise'' and inserting 
                ``the regulated entity'';
                    (D) by striking ``request the Attorney General of 
                the United States to'';
                    (E) by inserting ``, or the United States district 
                court within the jurisdiction of which the headquarters 
                of the regulated entity is located,'' after ``District 
                of Columbia'';
                    (F) by striking ``, or may, under the direction and 
                control of the Attorney General of the United States, 
                bring such an action''; and
                    (G) by striking ``and section 1374''; and
            (5) in subsection (g), by striking ``An enterprise'' and 
        inserting ``A regulated entity''.

SEC. 156. CRIMINAL PENALTY.

    (a) In General.--Subtitle C of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4631 et seq.) is 
amended by inserting after section 1377, as added by this Act, the 
following:

``SEC. 1378. CRIMINAL PENALTY.

    ``Whoever, being subject to an order in effect under section 1377, 
without the prior written approval of the Director, knowingly 
participates, directly or indirectly, in any manner (including by 
engaging in an activity specifically prohibited in such an order) in 
the conduct of the affairs of any regulated entity shall, 
notwithstanding section 3571 of title 18, be fined not more than 
$1,000,000, imprisoned for not more than 5 years, or both.''.
    (b) Technical and Conforming Amendments.--The Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 (12 U.S.C. 4501 
et seq.) is amended--
            (1) in section 1379 (as so designated by this Act)--
                    (A) by striking ``an enterprise'' and inserting ``a 
                regulated entity''; and
                    (B) by striking ``the enterprise'' and inserting 
                ``the regulated entity'';
            (2) in section 1379A (as so designated by this Act), by 
        striking ``an enterprise'' and inserting ``a regulated 
        entity'';
            (3) in section 1379B(c) (as so designated by this Act), by 
        striking ``enterprise'' and inserting ``regulated entity''; and
            (4) in section 1379D (as so designated by this Act), by 
        striking ``enterprise'' and inserting ``regulated entity''.

SEC. 157. NOTICE AFTER SEPARATION FROM SERVICE.

    Section 1379 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4637), as so designated by this 
Act, is amended--
            (1) by striking ``2-year'' and inserting ``6-year'';
            (2) by striking ``a director or executive officer of an 
        enterprise'' and inserting ``an entity-affiliated party'';
            (3) by striking ``director or officer'' each place that 
        term appears and inserting ``entity-affiliated party''; and
            (4) by striking ``enterprise.'' and inserting ``regulated 
        entity.''.

SEC. 158. SUBPOENA AUTHORITY.

    (a) In General.--Section 1379B of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4641) is 
amended--
            (1) in subsection (a)--
                    (A) in the matter preceding paragraph (1)--
                            (i) by striking ``administrative'';
                            (ii) by inserting ``, examination, or 
                        investigation'' after ``proceeding'';
                            (iii) by striking ``subtitle'' and 
                        inserting ``title''; and
                            (iv) by inserting ``or any designated 
                        representative thereof, including any person 
                        designated to conduct any hearing under this 
                        subtitle'' after ``Director''; and
                    (B) in paragraph (4), by striking ``issued by the 
                Director'';
            (2) in subsection (b), by inserting ``or in any territory 
        or other place subject to the jurisdiction of the United 
        States'' after ``State'';
            (3) by striking subsection (c) and inserting the following:
    ``(c) Enforcement.--
            ``(1) In general.--The Director, or any party to 
        proceedings under this subtitle, may apply to the United States 
        District Court for the District of Columbia, or the United 
        States district court for the judicial district of the United 
        States in any territory in which such proceeding is being 
        conducted, or where the witness resides or carries on business, 
        for enforcement of any subpoena or subpoena duces tecum issued 
        pursuant to this section.
            ``(2) Power of court.--The courts described under paragraph 
        (1) shall have the jurisdiction and power to order and require 
        compliance with any subpoena issued under paragraph (1).'';
            (4) in subsection (d), by inserting ``enterprise-affiliated 
        party'' before ``may allow''; and
            (5) by adding at the end the following:
    ``(e) Penalties.--A person shall be guilty of a misdemeanor, and 
upon conviction, shall be subject to a fine of not more than $1,000 or 
to imprisonment for a term of not more than 1 year, or both, if that 
person willfully fails or refuses, in disobedience of a subpoena issued 
under subsection (c), to--
            ``(1) attend court;
            ``(2) testify in court;
            ``(3) answer any lawful inquiry; or
            ``(4) produce books, papers, correspondence, contracts, 
        agreements, or such other records as requested in the 
        subpoena.''.

                     Subtitle E--General Provisions

SEC. 161. CONFORMING AND TECHNICAL AMENDMENTS.

    (a) Amendments to 1992 Act.--The Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 4501 et seq.), as 
amended by this Act, is amended--
            (1) in section 1315 (12 U.S.C. 4515)--
                    (A) in subsection (a)--
                            (i) by striking ``(a) Office Personnel.--
                        The'' and inserting ``(a) In General.--Subject 
                        to title III of the Federal Housing Finance 
                        Regulatory Reform Act of 2008, the''; and
                            (ii) by striking ``the Office'' each place 
                        that term appears and inserting ``the Agency'';
                    (B) in subsection (c), by striking ``the Office'' 
                and inserting ``the Agency'';
                    (C) in subsection (e), by striking ``the Office'' 
                and inserting ``the Agency'';
                    (D) by striking subsection (d) and redesignating 
                subsection (e) as subsection (d); and
                    (E) by striking subsection (f);
            (2) in section 1319A (12 U.S.C. 4520)--
                    (A) by striking ``(a) In General.--''; and
                    (B) by striking subsection (b);
            (3) in section 1364(c) (12 U.S.C. 4614(c)), by striking the 
        last sentence;
            (4) by striking section 1383 (12 U.S.C. 1451 note);
            (5) in each of sections 1319D, 1319E, and 1319F (12 U.S.C. 
        4523, 4524, 4525) by striking ``the Office'' each place that 
        term appears and inserting ``the Agency''; and
            (6) in each of sections 1319B and 1369(a)(3) (12 U.S.C. 
        4521, 4619(a)(3)), by striking ``Committee on Banking, Finance 
        and Urban Affairs'' each place such term appears and inserting 
        ``Committee on Financial Services''.
    (b) Amendments to Fannie Mae Charter Act.--The Federal National 
Mortgage Association Charter Act (12 U.S.C. 1716 et seq.) is amended--
            (1) in each of sections 303(c)(2) (12 U.S.C. 1718(c)(2)), 
        309(d)(3)(B) (12 U.S.C. 1723a(d)(3)(B)), and 309(k)(1) (12 
        U.S.C. 1723a(k)(1)), by striking ``Director of the Office of 
        Federal Housing Enterprise Oversight of the Department of 
        Housing and Urban Development'' each place that term appears, 
        and inserting ``Director of the Federal Housing Finance 
        Agency''; and
            (2) in section 309--
                    (A) in subsection (m) (12 U.S.C. 1723a(m))--
                            (i) in paragraph (1), by striking ``to the 
                        Secretary, in a form determined by the 
                        Secretary'' and inserting ``to the Director of 
                        the Federal Housing Finance Agency, in a form 
                        determined by the Director''; and
                            (ii) in paragraph (2), by striking ``to the 
                        Secretary, in a form determined by the 
                        Secretary'' and inserting ``to the Director of 
                        the Federal Housing Finance Agency, in a form 
                        determined by the Director'';
                    (B) in subsection (n) (12 U.S.C. 1723a(n))--
                            (i) in paragraph (1), by striking ``and the 
                        Secretary'' and inserting ``and the Director of 
                        the Federal Housing Finance Agency''; and
                            (ii) in paragraph (2), by striking 
                        ``Secretary'' each place that term appears and 
                        inserting ``Director of the Federal Housing 
                        Finance Agency''; and
                    (C) in paragraph (3)(B), by striking ``Secretary'' 
                and inserting ``Director of the Federal Housing Finance 
                Agency''.
    (c) Amendments to Freddie Mac Charter Act.--The Federal Home Loan 
Mortgage Corporation Act (12 U.S.C. 1451 et seq.) is amended--
            (1) in each of sections 303(b)(2) (12 U.S.C. 1452(b)(2)), 
        303(h)(2) (12 U.S.C. 1452(h)(2)), and section 307(c)(1) (12 
        U.S.C. 1456(c)(1)), by striking ``Director of the Office of 
        Federal Housing Enterprise Oversight of the Department of 
        Housing and Urban Development'' each place that term appears, 
        and inserting ``Director of the Federal Housing Finance 
        Agency'';
            (2) in section 306 (12 U.S.C. 1455)--
                    (A) in subsection (c)(2), by inserting ``the'' 
                after ``Secretary of'';
                    (B) in subsection (i)--
                            (i) by striking ``section 1316(c)'' and 
                        inserting ``section 306(c)''; and
                            (ii) by striking ``section 106'' and 
                        inserting ``section 1316''; and
                    (C) in subsection (j)(2), by striking ``of 
                substantially'' and inserting ``or substantially''; and
            (3) in section 307 (12 U.S.C. 1456)--
                    (A) in subsection (e)--
                            (i) in paragraph (1), by striking ``to the 
                        Secretary, in a form determined by the 
                        Secretary'' and inserting ``to the Director of 
                        the Federal Housing Finance Agency, in a form 
                        determined by the Director''; and
                            (ii) in paragraph (2), by striking ``to the 
                        Secretary, in a form determined by the 
                        Secretary'' and inserting ``to the Director of 
                        the Federal Housing Finance Agency, in a form 
                        determined by the Director''; and
                    (B) in subsection (f)--
                            (i) in paragraph (1), by striking ``and the 
                        Secretary'' and inserting ``and the Director of 
                        the Federal Housing Finance Agency'';
                            (ii) in paragraph (2), by striking ``the 
                        Secretary'' each place that term appears and 
                        inserting ``the Director of the Federal Housing 
                        Finance Agency''; and
                            (iii) in paragraph (3)(B), by striking 
                        ``Secretary'' and inserting ``Director of the 
                        Federal Housing Finance Agency''.
    (d) Amendment to Title 18, United States Code.--Section 1905 of 
title 18, United States Code, is amended by striking ``Office of 
Federal Housing Enterprise Oversight'' and inserting ``Federal Housing 
Finance Agency''.
    (e) Amendments to Flood Disaster Protection Act of 1973.--Section 
102(f)(3)(A) of the Flood Disaster Protection Act of 1973 (42 U.S.C. 
4012a(f)(3)(A)) is amended by striking ``Director of the Office of 
Federal Housing Enterprise Oversight of the Department of Housing and 
Urban Development'' and inserting ``Director of the Federal Housing 
Finance Agency''.
    (f) Amendment to Department of Housing and Urban Development Act.--
Section 5 of the Department of Housing and Urban Development Act (42 
U.S.C. 3534) is amended by striking subsection (d).
    (g) Amendments to Title 5, United States Code.--Title 5, United 
States Code, is amended--
            (1) in section 5313, by striking the item relating to the 
        Director of the Office of Federal Housing Enterprise Oversight, 
        Department of Housing and Urban Development and inserting the 
        following new item:
            ``Director of the Federal Housing Finance Agency.''; and
            (2) in section 3132(a)(1)--
                    (A) in subparagraph (B), by striking ``,, and'' and 
                inserting ``, and'';
                    (B) in subparagraph (D)--
                            (i) by striking ``the Federal Housing 
                        Finance Board'';
                            (ii) by striking ``the Office of Federal 
                        Housing Enterprise Oversight of the Department 
                        of Housing and Urban Development'' and 
                        inserting ``the Federal Housing Finance 
                        Agency''; and
                            (iii) by striking ``or or'' at the end;
                    (C) in subparagraph (E), as added by section 
                8(d)(1)(B)(iii) of Public Law 107-123, by adding ``or'' 
                at the end; and
                    (D) by redesignating subparagraph (E), as added by 
                section 10702(c)(1)(C) of Public Law 107-171, as 
                subparagraph (F).
    (h) Amendment to Sarbanes-Oxley Act.--Section 105(b)(5)(B)(ii)(II) 
of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7215(b)(5)(B)(ii)(II)) is 
amended by inserting ``and the Director of the Federal Housing Finance 
Agency,'' after ``Commission,''.
    (i) Amendment to Federal Deposit Insurance Act.--Section 
11(t)(2)(A) of the Federal Deposit Insurance Act (12 U.S.C. 
1821(t)(2)(A)) is amended by adding at the end the following:
                            ``(vii) Federal Housing Finance Agency.''.

SEC. 162. PRESIDENTIALLY-APPOINTED DIRECTORS OF ENTERPRISES.

    (a) Fannie Mae.--
            (1) In general.--Section 308(b) of the Federal National 
        Mortgage Association Charter Act (12 U.S.C. 1723(b)) is 
        amended--
                    (A) in the first sentence, by striking ``eighteen 
                persons, five of whom shall be appointed annually by 
                the President of the United States, and the remainder 
                of whom'' and inserting ``13 persons, or such other 
                number that the Director determines appropriate, who'';
                    (B) in the second sentence, by striking ``appointed 
                by the President'';
                    (C) in the third sentence--
                            (i) by striking ``appointed or''; and
                            (ii) by striking ``, except that any such 
                        appointed member may be removed from office by 
                        the President for good cause'';
                    (D) in the fourth sentence, by striking 
                ``elective''; and
                    (E) by striking the fifth sentence.
            (2) Transitional provision.--The amendments made by 
        paragraph (1) shall not apply to any appointed position of the 
        board of directors of the Federal National Mortgage Association 
        until the expiration of the annual term for such position 
        during which the effective date under section 163 occurs.
    (b) Freddie Mac.--
            (1) In general.--Section 303(a)(2) of the Federal Home Loan 
        Mortgage Corporation Act (12 U.S.C. 1452(a)(2)) is amended--
                    (A) in subparagraph (A)--
                            (i) in the first sentence, by striking ``18 
                        persons, 5 of whom shall be appointed annually 
                        by the President of the United States and the 
                        remainder of whom'' and inserting ``13 persons, 
                        or such other number as the Director determines 
                        appropriate, who''; and
                            (ii) in the second sentence, by striking 
                        ``appointed by the President of the United 
                        States'';
                    (B) in subparagraph (B)--
                            (i) by striking ``such or''; and
                            (ii) by striking ``, except that any 
                        appointed member may be removed from office by 
                        the President for good cause''; and
                    (C) in subparagraph (C)--
                            (i) by striking the first sentence; and
                            (ii) by striking ``elective''.
            (2) Transitional provision.--The amendments made by 
        paragraph (1) shall not apply to any appointed position of the 
        board of directors of the Federal Home Loan Mortgage 
        Corporation until the expiration of the annual term for such 
        position during which the effective date under section 163 
        occurs.

SEC. 163. EFFECTIVE DATE.

    Except as otherwise specifically provided in this title, this title 
and the amendments made by this title shall take effect on, and shall 
apply beginning on, the date of enactment of this Act.

                   TITLE II--FEDERAL HOME LOAN BANKS

SEC. 201. RECOGNITION OF DISTINCTIONS BETWEEN THE ENTERPRISES AND THE 
              FEDERAL HOME LOAN BANKS.

    Section 1313 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4513) is amended by adding at the 
end the following:
    ``(f) Recognition of Distinctions Between the Enterprises and the 
Federal Home Loan Banks.--Prior to promulgating any regulation or 
taking any other formal or informal agency action of general 
applicability relating to the Federal Home Loan Banks, including the 
issuance of an advisory document or examination guidance, the Director 
shall consider the differences between the Federal Home Loan Banks and 
the enterprises with respect to--
            ``(1) the Banks'--
                    ``(A) cooperative ownership structure;
                    ``(B) the mission of providing liquidity to 
                members;
                    ``(C) affordable housing and community development 
                mission;
                    ``(D) capital structure; and
                    ``(E) joint and several liability; and
            ``(2) any other differences that the Director considers 
        appropriate.''.

SEC. 202. DIRECTORS.

    Section 7 of the Federal Home Loan Bank Act (12 U.S.C. 1427) is 
amended--
            (1) by striking subsection (a) and inserting the following:
    ``(a) Number; Election; Qualifications; Conflicts of Interest.--
            ``(1) In general.--Subject to paragraphs (2) through (4), 
        the management of each Federal Home Loan Bank shall be vested 
        in a board of 13 directors, or such other number as the 
        Director determines appropriate.
            ``(2) Board makeup.--The board of directors of each Bank 
        shall be comprised of--
                    ``(A) member directors, who shall comprise at least 
                the majority of the members of the board of directors; 
                and
                    ``(B) independent directors, who shall comprise not 
                fewer than \2/5\ of the members of the board of 
                directors.
            ``(3) Selection criteria.--
                    ``(A) In general.--Each member of the board of 
                directors shall be--
                            ``(i) elected by plurality vote of the 
                        members, in accordance with procedures 
                        established under this section; and
                            ``(ii) a citizen of the United States.
                    ``(B) Independent director criteria.--
                            ``(i) In general.--Each independent 
                        director that is not a public interest director 
                        under clause (ii) shall have demonstrated 
                        knowledge of, or experience in, financial 
                        management, auditing and accounting, risk 
                        management practices, derivatives, project 
                        development, or organizational management, or 
                        such other knowledge or expertise as the 
                        Director may provide by regulation.
                            ``(ii) Public interest.--Not fewer than 2 
                        of the independent directors shall have more 
                        than 4 years of experience in representing 
                        consumer or community interests on banking 
                        services, credit needs, housing, or financial 
                        consumer protections.
                            ``(iii) Conflicts of interest.--No 
                        independent director may, during the term of 
                        service on the board of directors, serve as an 
                        officer of any Federal Home Loan Bank or as a 
                        director, officer, or employee of any member of 
                        a Bank, or of any person that receives advances 
                        from a Bank.
            ``(4) Definitions.--For purposes of this section, the 
        following definitions shall apply:
                    ``(A) Independent director.--The terms `independent 
                director' and `independent directorship' mean a member 
                of the board of directors of a Federal Home Loan Bank 
                who is a bona fide resident of the district in which 
                the Federal Home Loan Bank is located, or the 
                directorship held by such a person, respectively.
                    ``(B) Member director.--The terms `member director' 
                and `member directorship' mean a member of the board of 
                directors of a Federal Home Loan Bank who is an officer 
                or director of a member institution that is located in 
                the district in which the Federal Home Loan Bank is 
                located, or the directorship held by such a person, 
                respectively.'';
            (2) by striking ``elective'' each place that term appears, 
        other than in subsections (d), (e), and (f), and inserting 
        ``member'';
            (3) in subsection (b)--
                    (A) by striking the subsection heading and all that 
                follows through ``Each elective directorship'' and 
                inserting the following:
    ``(b) Directorships.--
            ``(1) Member directorships.--Each member directorship''; 
        and
                    (B) by adding at the end the following:
            ``(2) Independent directorships.--
                    ``(A) Elections.--Each independent director--
                            ``(i) shall be elected by the members 
                        entitled to vote, from among eligible persons 
                        nominated, after consultation with the Advisory 
                        Council of the Bank, by the board of directors 
                        of the Bank; and
                            ``(ii) shall be elected by a plurality of 
                        the votes of the members of the Bank at large, 
                        with each member having the number of votes for 
                        each such directorship as it has under 
                        paragraph (1) in an election to fill member 
                        directorships.
                    ``(B) Criteria.--Nominees shall meet all applicable 
                requirements prescribed in this section.
                    ``(C) Nomination and election procedures.--
                Procedures for nomination and election of independent 
                directors shall be prescribed by the bylaws of each 
                Federal Home Loan Bank, in a manner consistent with the 
                rules and regulations of the Agency.'';
            (4) in subsection (c)--
                    (A) by striking ``elective'' each place that term 
                appears and inserting ``member'', except--
                            (i) in the second sentence, the second 
                        place that term appears; and
                            (ii) each place that term appears in the 
                        fifth sentence; and
                    (B) in the second sentence--
                            (i) by inserting ``(A) except as provided 
                        in clause (B) of this sentence,'' before ``if 
                        at any time''; and
                            (ii) by inserting before the period at the 
                        end the following: ``, and (B) clause (A) of 
                        this sentence shall not apply to the 
                        directorships of any Federal Home Loan Bank 
                        resulting from the merger of any 2 or more such 
                        Banks'';
            (5) in subsection (d)--
                    (A) in the first sentence--
                            (i) by striking ``, whether elected or 
                        appointed,''; and
                            (ii) by striking ``3 years'' and inserting 
                        ``4 years'';
                    (B) in the second sentence--
                            (i) by striking ``Federal Home Loan Bank 
                        System Modernization Act of 1999'' and 
                        inserting ``Federal Housing Finance Regulatory 
                        Reform Act of 2008'';
                            (ii) by striking ``\1/3\'' and inserting 
                        ``\1/4\''; and
                            (iii) by striking ``or appointed''; and
                    (C) in the third sentence--
                            (i) by striking ``an elective'' each place 
                        that term appears and inserting ``a''; and
                            (ii) by striking ``in any elective 
                        directorship or elective directorships'';
            (6) in subsection (f)--
                    (A) by striking paragraph (2);
                    (B) by striking ``appointed or'' each place that 
                term appears; and
                    (C) in paragraph (3)--
                            (i) by striking ``(3) Elected bank 
                        directors.--'' and inserting ``(2) Election 
                        process.--''; and
                            (ii) by striking ``elective'' each place 
                        that term appears;
            (7) in subsection (i)--
                    (A) in paragraph (1), by striking ``Subject to 
                paragraph (2), each'' and inserting ``Each''; and
                    (B) by striking paragraph (2) and inserting the 
                following:
            ``(2) Annual report.--The Director shall include, in the 
        annual report submitted to the Congress pursuant to section 
        1319B of the Federal Housing Enterprises Financial Safety and 
        Soundness Act of 1992, information regarding the compensation 
        and expenses paid by the Federal Home Loan Banks to the 
        directors on the boards of directors of the Banks.''; and
            (8) by adding at the end the following:
    ``(l) Transition Rule.--Any member of the board of directors of a 
Bank elected or appointed in accordance with this section prior to the 
date of enactment of this subsection may continue to serve as a member 
of that board of directors for the remainder of the existing term of 
service.''.

SEC. 203. DEFINITIONS.

    Section 2 of the Federal Home Loan Bank Act (12 U.S.C. 1422) is 
amended--
            (1) by striking paragraphs (1), (10), and (11);
            (2) by redesignating paragraphs (2) through (9) as 
        paragraphs (1) through (8), respectively;
            (3) by redesignating paragraphs (12) and (13) as paragraphs 
        (9) and (10), respectively; and
            (4) by adding at the end the following:
            ``(11) Director.--The term `Director' means the Director of 
        the Federal Housing Finance Agency.
            ``(12) Agency.--The term `Agency' means the Federal Housing 
        Finance Agency, established under section 1311 of the Federal 
        Housing Enterprises Financial Safety and Soundness Act of 
        1992.''.

SEC. 204. AGENCY OVERSIGHT OF FEDERAL HOME LOAN BANKS.

    The Federal Home Loan Bank Act (12 U.S.C. 1421 et seq.), other than 
in provisions of that Act added or amended otherwise by this Act, is 
amended--
            (1) by striking sections 2A and 2B (12 U.S.C. 1422a, 
        1422b);
            (2) by striking section 18 (12 U.S.C. 1438) and inserting 
        the following:

``SEC. 18. ADMINISTRATIVE PROVISIONS.

    ``(a) Acquisition Authority.--The Director of the Office of Thrift 
Supervision, utilizing the services of the Administrator of General 
Services (hereinafter referred to as the `Administrator'), and subject 
to any limitation hereon which may hereafter be imposed in 
appropriation Acts, is hereby authorized--
            ``(1) to acquire, in the name of the United States, real 
        property in the District of Columbia, for the purposes set 
        forth in this section;
            ``(2) to construct, develop, furnish, and equip such 
        buildings thereon and such facilities as in its judgment may be 
        appropriate to provide, to such extent as the Director of the 
        Office of Thrift Supervision may deem advisable, suitable and 
        adequate quarters and facilities for the Director of the Office 
        of Thrift Supervision and the agencies under its administration 
        or supervision;
            ``(3) to enlarge, remodel, or reconstruct any of the same; 
        and
            ``(4) to make or enter into contracts for any of the 
        foregoing.
    ``(b) Advances.--The Director of the Office of Thrift Supervision 
may require of the respective banks, and they shall make to the 
Director of the Office of Thrift Supervision, such advances of funds 
for the purposes set out in subsection (a) as in the sole judgment of 
the Director of the Office of Thrift Supervision may from time to time 
be advisable. Such advances shall be apportioned by the Director of the 
Office of Thrift Supervision among the banks in proportion to the total 
assets of the respective banks, determined in such manner and as of 
such times as the Director of the Office of Thrift Supervision may 
prescribe. Each such advance shall bear interest at the rate of 4\1/2\ 
per centum per annum from the date of the advance and shall be repaid 
by the Director of the Office of Thrift Supervision in such 
installments and over such period, not longer than twenty-five years 
from the making of the advance, as the Director of the Office of Thrift 
Supervision may determine. Payments of interest and principal upon such 
advances shall be made from receipts of the Director of the Office of 
Thrift Supervision or from other sources which may from time to time be 
available to the Director of the Office of Thrift Supervision. The 
obligation of the Director of the Office of Thrift Supervision to make 
any such payment shall not be regarded as an obligation of the United 
States. To such extent as the Director of the Office of Thrift 
Supervision may prescribe any such obligation shall be regarded as a 
legal investment for the purposes of subsections (g) and (h) of section 
11 and for the purposes of section 16.
    ``(c) Plans and Designs.--The plans and designs for such buildings 
and facilities and for any such enlargement, remodeling, or 
reconstruction shall, to such extent as the chairperson of the Director 
of the Office of Thrift Supervision may request, be subject to the 
approval of the Director.
    ``(d) Custody, Management and Control.--Upon the making of 
arrangements mutually agreeable to the Director of the Office of Thrift 
Supervision and the Administrator, which arrangements may be modified 
from time to time by mutual agreement between them and may include but 
shall not be limited to the making of payments by the Director of the 
Office of Thrift Supervision and such agencies to the Administrator and 
by the Administrator to the Director of the Office of Thrift 
Supervision, the custody, management, and control of such buildings and 
facilities and of such real property shall be vested in the 
Administrator in accordance therewith. Until the making of such 
arrangements, such custody, management, and control, including the 
assignment and allotment and the reassignment and reallotment of 
building and other space, shall be vested in the Director of the Office 
of Thrift Supervision.
    ``(e) Proceeds.--Any proceeds (including advances) received by the 
Director of the Office of Thrift Supervision in connection with this 
subsection, and any proceeds from the sale or other disposition of real 
or other property acquired by the Director of the Office of Thrift 
Supervision under this section, shall be considered as receipts of the 
Director of the Office of Thrift Supervision, and obligations and 
expenditures of the Director of the Office of Thrift Supervision and 
such agencies in connection with this section shall not be considered 
as administrative expenses. As used in this section, the term 
`property' shall include interests in property.
    ``(f) Budget Program.--
            ``(1) In general.--With respect to its functions under this 
        section, the Director of the Office of Thrift Supervision 
        shall--
                    ``(A) annually prepare and submit a budget program 
                as provided in title I of the Government Corporation 
                Control Act with regard to wholly owned Government 
                corporations, and for purposes of this paragraph, the 
                terms `wholly owned Government corporations' and 
                `Government corporations', wherever used in such title, 
                shall include the Director of the Office of Thrift 
                Supervision; and
                    ``(B) maintain an integral set of accounts which 
                shall be audited by the General Accounting Office in 
                accordance with the principles and procedures 
                applicable to commercial corporate transactions, as 
                provided in such title, and no other settlement or 
                adjustment shall be required with respect to 
                transactions under this section or with respect to 
                claims, demands, or accounts by or against any person 
                arising thereunder.
            ``(2) Miscellaneous provisions.--The first budget program 
        shall be for the first full fiscal year beginning on or after 
        the date of enactment of this subsection. Except as otherwise 
        provided in this section or by the Director of the Office of 
        Thrift Supervision, the provisions of this section and the 
        functions thereby or thereunder subsisting shall be applicable 
        and exercisable notwithstanding and without regard to the Act 
        of June 20, 1938 (D.C. Code, secs. 5-413--5-428), except that 
        the proviso of section 16 thereof shall apply to any building 
        constructed under this section, and section 306 of the Act of 
        July 30, 1947 (61 Stat. 584), or any other provision of law 
        relating to the construction, alteration, repair, or furnishing 
        of public or other buildings or structures or the obtaining of 
        sites therefor, but any person or body in whom any such 
        function is vested may provide for delegation or redelegation 
        of the exercise of such function.
    ``(g) Limitation.--No obligation shall be incurred and no 
expenditure, except in liquidation of obligation, shall be made 
pursuant to paragraphs (1) and (2) of subsection (a), if the total 
amount of all obligations incurred pursuant thereto would thereupon 
exceed $13,200,000, or such greater amount as may be provided in an 
appropriations Act or other law.''.
            (3) in section 11 (12 U.S.C. 1431)--
                    (A) in subsection (b)--
                            (i) in the first sentence--
                                    (I) by striking ``The Board'' and 
                                inserting ``The Office of Finance, as 
                                agent for the Banks,''; and
                                    (II) by striking ``the Board'' and 
                                inserting ``such Office''; and
                            (ii) in the second and fourth sentences, by 
                        striking ``the Board'' each place such term 
                        appears and inserting ``the Office of 
                        Finance'';
                    (B) in subsection (c)--
                            (i) by striking ``the Board'' the first 
                        place such term appears and inserting ``the 
                        Office of Finance, as agent for the Banks,''; 
                        and
                            (ii) by striking ``the Board'' the second 
                        place such term appears and inserting ``such 
                        Office''; and
                    (C) in subsection (f)--
                            (i) by striking the 2 commas after 
                        ``permit'' and inserting ``or''; and
                            (ii) by striking the comma after 
                        ``require'';
            (4) in section 6 (12 U.S.C. 1426)--
                    (A) in subsection (b)(1), in the matter preceding 
                subparagraph (A), by striking ``Finance Board 
                approval'' and inserting ``approval by the Director''; 
                and
                    (B) in each of subsections (c)(4)(B) and (d)(2), by 
                striking ``Finance Board regulations'' each place that 
                term appears and inserting ``regulations of the 
                Director'';
            (5) in section 10(b) (12 U.S.C. 1430(b))--
                    (A) in the subsection heading, by striking ``Formal 
                Board Resolution'' and inserting ``Approval of 
                Director''; and
                    (B) by striking ``by formal resolution'';
            (6) in section 21(b)(5) (12 U.S.C. 1441(b)(5)), by striking 
        ``Chairperson of the Federal Housing Finance Board'' and 
        inserting ``Director'';
            (7) in section 15 (12 U.S.C. 1435), by inserting ``or the 
        Director'' after ``the Board'';
            (8) by striking ``the Board'' each place that term appears 
        and inserting ``the Director'';
            (9) by striking ``The Board'' each place that term appears 
        and inserting ``The Director'';
            (10) by striking ``the Finance Board'' each place that term 
        appears and inserting ``the Director'';
            (11) by striking ``The Finance Board'' each place that term 
        appears and inserting ``The Director''; and
            (12) by striking ``Federal Housing Finance Board'' each 
        place that term appears and inserting ``Director''.

SEC. 205. HOUSING GOALS.

    The Federal Home Loan Bank Act (12 U.S.C. 1421 et seq.) is amended 
by inserting after section 10b the following new section:

``SEC. 10C. HOUSING GOALS.

    ``(a) In General.--The Director shall establish housing goals with 
respect to the purchase of mortgages, if any, by the Federal Home Loan 
Banks. Such goals shall be consistent with the goals established under 
sections 1331 through 1334 of the Federal Housing Enterprises Financial 
Safety and Soundness Act of 1992.
    ``(b) Considerations.--In establishing the goals required by 
subsection (a), the Director shall consider the unique mission and 
ownership structure of the Federal Home Loan Banks.
    ``(c) Transition Period.--To facilitate an orderly transition, the 
Director shall establish interim target goals for purposes of this 
section for each of the 2 calendar years following the date of 
enactment of this section.
    ``(d) Monitoring and Enforcement of Goals.--The requirements of 
section 1336 of the Federal Housing Enterprises Safety and Soundness 
Act of 1992, shall apply to this section, in the same manner and to the 
same extent as that section applies to the Federal housing enterprises.
    ``(e) Annual Report.--The Director shall annually report to 
Congress on the performance of the Banks in meeting the goals 
established under this section.''.

SEC. 206. COMMUNITY DEVELOPMENT FINANCIAL INSTITUTIONS.

    Section 4(a)(1) of the Federal Home Loan Bank Act (12 U.S.C. 
1424(a)(1)) is amended--
            (1) by inserting after ``savings bank,'' the following: 
        ``community development financial institution,''; and
            (2) in subparagraph (B), by inserting after ``United 
        States,'' the following: ``or, in the case of a community 
        development financial institution, is certified as a community 
        development financial institution under the Community 
        Development Banking and Financial Institutions Act of 1994.''.

SEC. 207. SHARING OF INFORMATION AMONG FEDERAL HOME LOAN BANKS.

    The Federal Home Loan Bank Act is amended by inserting after 
section 20 (12 U.S.C. 1440) the following new section:

``SEC. 20A. SHARING OF INFORMATION AMONG FEDERAL HOME LOAN BANKS.

    ``(a) Information on Financial Condition.--In order to enable each 
Federal Home Loan Bank to evaluate the financial condition of one or 
more of the other Federal Home Loan Banks individually and the Federal 
Home Loan Bank System (including any risks associated with the issuance 
or repayment of consolidated Federal Home Loan Bank bonds and 
debentures or other borrowings and the joint and several liabilities of 
the Banks incurred due to such borrowings), as well as to comply with 
any of its obligations under the Securities Exchange Act of 1934 (15 
U.S.C. 78a et seq.), the Director shall make available to the Banks 
such reports, records, or other information as may be available, 
relating to the condition of any Federal Home Loan Bank.
    ``(b) Sharing of Information.--
            ``(1) In general.--The Director shall promulgate 
        regulations to facilitate the sharing of information made 
        available under subsection (a) directly among the Federal Home 
        Loan Banks.
            ``(2) Limitation.--Notwithstanding paragraph (1), a Federal 
        Home Loan Bank responding to a request from another Bank or 
        from the Director for information pursuant to this section may 
        request that the Director determine that such information is 
        proprietary and that the public interest requires that such 
        information not be shared.
    ``(c) Limitation.--Nothing in this section shall affect the 
obligations of any Federal Home Loan Bank under the Securities Exchange 
Act of 1934 (15 U.S.C. 78a et seq.) or the regulations issued by the 
Securities and Exchange Commission thereunder.''.

SEC. 208. EXCLUSION FROM CERTAIN REQUIREMENTS.

    (a) In General.--The Federal Home Loan Banks shall be exempt from 
compliance with--
            (1) sections 13(e), 14(a), and 14(c) of the Securities 
        Exchange Act of 1934, and related Commission regulations;
            (2) section 15 of the Securities Exchange Act of 1934, and 
        related Commission regulations, with respect to transactions in 
        the capital stock of a Federal Home Loan Bank;
            (3) section 17A of the Securities Exchange Act of 1934, and 
        related Commission regulations, with respect to the transfer of 
        the securities of a Federal Home Loan Bank; and
            (4) the Trust Indenture Act of 1939.
    (b) Member Exemption.--The members of the Federal Home Loan Bank 
System shall be exempt from compliance with sections 13(d), 13(f), 
13(g), 14(d), and 16 of the Securities Exchange Act of 1934, and 
related Commission regulations, with respect to ownership of or 
transactions in the capital stock of the Federal Home Loan Banks by 
such members.
    (c) Exempted and Government Securities.--
            (1) Capital stock.--The capital stock issued by each of the 
        Federal Home Loan Banks under section 6 of the Federal Home 
        Loan Bank Act are--
                    (A) exempted securities, within the meaning of 
                section 3(a)(2) of the Securities Act of 1933; and
                    (B) exempted securities, within the meaning of 
                section 3(a)(12)(A) of the Securities Exchange Act of 
                1934, except to the extent provided in section 38 of 
                that Act.
            (2) Other obligations.--The debentures, bonds, and other 
        obligations issued under section 11 of the Federal Home Loan 
        Bank Act (12 U.S.C. 1431) are--
                    (A) exempted securities, within the meaning of 
                section 3(a)(2) of the Securities Act of 1933;
                    (B) government securities, within the meaning of 
                section 3(a)(42) of the Securities Exchange Act of 
                1934; and
                    (C) government securities, within the meaning of 
                section 2(a)(16) of the Investment Company Act of 1940.
            (3) Brokers and dealers.--A person (other than a Federal 
        Home Loan Bank effecting transactions for members of the 
        Federal Home Loan Bank System) that effects transactions in the 
        capital stock or other obligations of a Federal Home Loan Bank, 
        for the account of others or for that person's own account, as 
        applicable, is a broker or dealer, as those terms are defined 
        in paragraphs (4) and (5), respectively, of section 3(a) of the 
        Securities Exchange Act of 1934, but is excluded from the 
        definition of--
                    (A) the term ``government securities broker'' under 
                section 3(a)(43) of the Securities Exchange Act of 
                1934; and
                    (B) the term ``government securities dealer'' under 
                section 3(a)(44) of the Securities Exchange Act of 
                1934.
    (d) Exemption From Reporting Requirements.--The Federal Home Loan 
Banks shall be exempt from periodic reporting requirements under the 
securities laws pertaining to the disclosure of--
            (1) related party transactions that occur in the ordinary 
        course of the business of the Banks with members; and
            (2) the unregistered sales of equity securities.
    (e) Tender Offers.--Commission rules relating to tender offers 
shall not apply in connection with transactions in the capital stock of 
the Federal Home Loan Banks.
    (f) Regulations.--
            (1) In general.--The Commission shall promulgate such rules 
        and regulations as may be necessary or appropriate in the 
        public interest or in furtherance of this section and the 
        exemptions provided in this section.
            (2) Considerations.--In issuing regulations under this 
        section, the Commission shall consider the distinctive 
        characteristics of the Federal Home Loan Banks when 
        evaluating--
                    (A) the accounting treatment with respect to the 
                payment to the Resolution Funding Corporation;
                    (B) the role of the combined financial statements 
                of the Federal Home Loan Banks;
                    (C) the accounting classification of redeemable 
                capital stock; and
                    (D) the accounting treatment related to the joint 
                and several nature of the obligations of the Banks.
    (g) Definitions.--As used in this section--
            (1) the terms ``Bank'', ``Federal Home Loan Bank'', 
        ``member'', and ``Federal Home Loan Bank System'' have the same 
        meanings as in section 2 of the Federal Home Loan Bank Act (12 
        U.S.C. 1422);
            (2) the term ``Commission'' means the Securities and 
        Exchange Commission; and
            (3) the term ``securities laws'' has the same meaning as in 
        section 3(a)(47) of the Securities Exchange Act of 1934 (15 
        U.S.C. 78c(a)(47)).

SEC. 209. VOLUNTARY MERGERS.

    Section 26 of the Federal Home Loan Bank Act (12 U.S.C. 1446) is 
amended--
            (1) by striking ``Whenever'' and inserting ``(a) In 
        General.--Whenever''; and
            (2) by adding at the end the following:
    ``(b) Voluntary Mergers Authorized.--
            ``(1) In general.--Any Federal Home Loan Bank may, with the 
        approval of the Director and of the boards of directors of the 
        Banks involved, merge with another Bank.
            ``(2) Regulations required.--The Director shall promulgate 
        regulations establishing the conditions and procedures for the 
        consideration and approval of any voluntary merger described in 
        paragraph (1), including the procedures for Bank member 
        approval.''.

SEC. 210. AUTHORITY TO REDUCE DISTRICTS.

    Section 3 of the Federal Home Loan Bank Act (12 U.S.C. 1423) is 
amended--
            (1) by striking ``As soon'' and inserting ``(a) In 
        General.--As soon''; and
            (2) by adding at the end the following:
    ``(b) Authority To Reduce Districts.--Notwithstanding subsection 
(a), the number of districts may be reduced to a number less than 8--
            ``(1) pursuant to a voluntary merger between Banks, as 
        approved pursuant to section 26(b); or
            ``(2) pursuant to a decision by the Director to liquidate a 
        Bank pursuant to section 1367 of the Federal Housing 
        Enterprises Financial Safety and Soundness Act of 1992.''.

SEC. 211. COMMUNITY FINANCIAL INSTITUTION MEMBERS.

    (a) Total Asset Requirement.--Paragraph (10) of section 2 of the 
Federal Home Loan Bank Act (12 U.S.C. 1422(10)), as so redesignated by 
section 201(3) of this Act, is amended by striking ``$500,000,000'' 
each place such term appears and inserting ``$1,000,000,000''.
    (b) Use of Advances for Community Development Activities.--Section 
10(a) of the Federal Home Loan Bank Act (12 U.S.C. 1430(a)) is 
amended--
            (1) in paragraph (2)(B)--
                    (A) by striking ``and''; and
                    (B) by inserting ``, and community development 
                activities'' before the period at the end;
            (2) in paragraph (3)(E), by inserting ``or community 
        development activities'' after ``agriculture,''; and
            (3) in paragraph (6)--
                    (A) by striking ``and''; and
                    (B) by inserting ``, and `community development 
                activities''' before ``shall''.

SEC. 212. PUBLIC USE DATA BASE; REPORTS TO CONGRESS.

    Section 10 of the Federal Home Loan Bank Act (12 U.S.C. 1430) is 
amended--
            (1) in subsection (j)(12)--
                    (A) by striking subparagraph (C) and inserting the 
                following:
                    ``(C) Reports.--The Director shall annually report 
                to the Committee on Banking, Housing, and Urban Affairs 
                of the Senate and the Committee on Financial Services 
                of the House of Representatives on the collateral 
                pledged to the Banks, including an analysis of 
                collateral by type and by Bank district.''; and
                    (B) by adding at the end the following:
                    ``(D) Submission to congress.--The Director shall 
                submit the reports under subparagraphs (A) and (C) to 
                the Committee on Banking, Housing, and Urban Affairs of 
                the Senate and the Committee on Financial Services of 
                the House of Representatives, not later than 180 days 
                after the date of enactment of the Federal Housing 
                Finance Regulatory Reform Act of 2008.''; and
            (2) by adding at the end the following:
    ``(k) Public Use Database.--
            ``(1) Data.--Each Federal Home Loan Bank shall provide to 
        the Director, in a form determined by the Director, census 
        tract level data relating to mortgages purchased, if any, 
        including--
                    ``(A) data consistent with that reported under 
                section 1323 of the Federal Housing Enterprises 
                Financial Safety and Soundness Act of 1992;
                    ``(B) data elements required to be reported under 
                the Home Mortgage Disclosure Act of 1975; and
                    ``(C) any other data elements that the Director 
                considers appropriate.
            ``(2) Public use database.--
                    ``(A) In general.--The Director shall make 
                available to the public, in a form that is useful to 
                the public (including forms accessible electronically), 
                and to the extent practicable, the data provided to the 
                Director under paragraph (1).
                    ``(B) Proprietary information.--Not withstanding 
                subparagraph (A), the Director may not provide public 
                access to, or disclose to the public, any information 
                required to be submitted under this subsection that the 
                Director determines is proprietary or that would 
                provide personally identifiable information and that is 
                not otherwise publicly accessible through other forms, 
                unless the Director determines that it is in the public 
                interest to provide such information.''.

SEC. 213. SEMIANNUAL REPORTS.

    Section 21B of the Federal Home Loan Bank Act is amended in 
subsection (f)(2)(C), by adding at the end the following:
                            ``(v) Semiannual reports.--The Director 
                        shall report semiannually to the Committee on 
                        Banking, Housing, and Urban Affairs of the 
                        Senate and the Committee on Financial Services 
                        of the House of Representatives on the 
                        projected date for the completion of 
                        contributions required by this section.''.

SEC. 214. LIQUIDATION OR REORGANIZATION OF A FEDERAL HOME LOAN BANK.

    Section 26 of the Federal Home Loan Bank Act (12 U.S.C. 1446) is 
amended by adding at the end the following: ``At least 30 days prior to 
liquidating or reorganizing any Bank under this section, the Director 
shall notify the Bank of its determination and the facts and 
circumstances upon which such determination is based. The Bank may 
contest that determination in a hearing before the Director, in which 
all issues shall be determined on the record pursuant to section 554 of 
title 5, United States Code.''.

SEC. 215. STUDY AND REPORT TO CONGRESS ON SECURITIZATION OF ACQUIRED 
              MEMBER ASSETS.

    (a) Study.--The Director shall conduct a study on securitization of 
home mortgage loans purchased or to be purchased from member financial 
institutions under the Acquired Member Assets programs. In conducting 
the study, the Director shall establish a process for the formal 
submission of comments.
    (b) Elements.--The study shall encompass--
            (1) the benefits and risks associated with securitization 
        of Acquired Member Assets;
            (2) the potential impact of securitization upon liquidity 
        in the mortgage and broader credit markets;
            (3) the ability of the Federal Home Loan Bank or Banks in 
        question to manage the risks associated with such a program;
            (4) the impact of such a program on the existing activities 
        of the Banks, including their mortgage portfolios and advances; 
        and
            (5) the joint and several liability of the Banks and the 
        cooperative structure of the Federal Home Loan Bank System.
    (c) Consultations.--In conducting the study under this section, the 
Director shall consult with the Federal Home Loan Banks, the Banks' 
fiscal agent, representatives of the mortgage lending industry, 
practitioners in the structured finance field, and other experts as 
needed.
    (d) Report.--Not later than 1 year after the date of enactment of 
this Act, the Director shall submit a report to Congress on the results 
of the study conducted under subsection (a), including policy 
recommendations based on the analysis of the Director of the 
feasibility of mortgage-backed securities issuance by a Federal Home 
Loan Bank or Banks and the risks and benefits associated with such 
program or programs.
    (e) Definitions.--As used in this section, the terms ``member'', 
``Bank'', and ``Federal Home Loan Bank'' have the same meanings as in 
section 2 of the Federal Home Loan Bank Act (12 U.S.C. 1422).

SEC. 216. TECHNICAL AND CONFORMING AMENDMENTS.

    (a) Right to Financial Privacy Act of 1978.--Section 1113(o) of the 
Right to Financial Privacy Act of 1978 (12 U.S.C. 3413(o)) is amended--
            (1) by striking ``Federal Housing Finance Board'' and 
        inserting ``Federal Housing Finance Agency''; and
            (2) by striking ``Federal Housing Finance Board's'' and 
        inserting ``Federal Housing Finance Agency's''.
    (b) Riegle Community Development and Regulatory Improvement Act of 
1994.--Section 117(e) of the Riegle Community Development and 
Regulatory Improvement Act of 1994 (12 U.S.C. 4716(e)) is amended by 
striking ``Federal Housing Finance Board'' and inserting ``Federal 
Housing Finance Agency''.
    (c) Title 18, United States Code.--Title 18, United States Code, is 
amended by striking ``Federal Housing Finance Board'' each place such 
term appears in each of sections 212, 657, 1006, and 1014, and 
inserting ``Federal Housing Finance Agency''.
    (d) MAHRA Act of 1997.--Section 517(b)(4) of the Multifamily 
Assisted Housing Reform and Affordability Act of 1997 (42 U.S.C. 1437f 
note) is amended by striking ``Federal Housing Finance Board'' and 
inserting ``Federal Housing Finance Agency''.
    (e) Title 44, United States Code.--Section 3502(5) of title 44, 
United States Code, is amended by striking ``Federal Housing Finance 
Board'' and inserting ``Federal Housing Finance Agency''.
    (f) Access to Local TV Act of 2000.--Section 1004(d)(2)(D)(iii) of 
the Launching Our Communities' Access to Local Television Act of 2000 
(47 U.S.C. 1103(d)(2)(D)(iii)) is amended by striking ``Office of 
Federal Housing Enterprise Oversight, the Federal Housing Finance 
Board'' and inserting ``Federal Housing Finance Agency''.
    (g) FIRREA.--Section 1216 of the Financial Institutions Reform, 
Recovery, and Enhancement Act of 1989 (12 U.S.C. 1833e) is amended--
            (1) in subsection (a), by striking paragraph (3) and 
        inserting the following:
            ``(3) the Federal Housing Finance Agency;'';
            (2) in subsection (b), by striking ``Federal National 
        Mortgage Association'' and inserting ``Federal Home Loan Banks, 
        the Federal National Mortgage Association,''; and
            (3) in subsection (c), by striking ``Finance Board'' and 
        inserting ``Finance Agency''.

SEC. 217. STUDY ON FEDERAL HOME LOAN BANK ADVANCES.

    (a) In General.--Not later than 1 year after the date of enactment 
of this Act, the Director shall conduct a study and submit a report to 
the Committee on Banking, Housing, and Urban Affairs of the Senate and 
the Committee on Financial Services of the House or Representatives on 
the extent to which loans and securities used as collateral to support 
Federal Home Loan Bank advances are consistent with the interagency 
guidance on nontraditional mortgage products.
    (b) Required Content.--The study required under subsection (a) 
shall--
            (1) consider and recommend any additional regulations, 
        guidance, advisory bulletins, or other administrative actions 
        necessary to ensure that the Federal Home Loan Banks are not 
        supporting loans with predatory characteristics; and
            (2) include an opportunity for the public to comment on any 
        recommendations made under paragraph (1).

SEC. 218. FEDERAL HOME LOAN BANK REFINANCING AUTHORITY FOR CERTAIN 
              RESIDENTIAL MORTGAGE LOANS.

    Section 10(j)(2) of the Federal Home Loan Bank Act (12 U.S.C. 
1430(j)(2)) is amended--
            (1) in subparagraph (A), by striking ``or'' at the end;
            (2) in subparagraph (B), by striking the period at the end 
        and inserting ``; or''; and
            (3) by adding at the end the following:
                    ``(C) during the 2-year period beginning on the 
                date of enactment of this subparagraph, refinance loans 
                that are secured by a first mortgage on a primary 
                residence of any family having an income at or below 80 
                percent of the median income for the area.''.

TITLE III--TRANSFER OF FUNCTIONS, PERSONNEL, AND PROPERTY OF OFHEO AND 
                   THE FEDERAL HOUSING FINANCE BOARD

                           Subtitle A--OFHEO

SEC. 301. ABOLISHMENT OF OFHEO.

    (a) In General.--Effective at the end of the 1-year period 
beginning on the date of enactment of this Act, the Office of Federal 
Housing Enterprise Oversight of the Department of Housing and Urban 
Development and the positions of the Director and Deputy Director of 
such Office are abolished.
    (b) Disposition of Affairs.--During the 1-year period beginning on 
the date of enactment of this Act, the Director of the Office of 
Federal Housing Enterprise Oversight, solely for the purpose of winding 
up the affairs of the Office of Federal Housing Enterprise Oversight--
            (1) shall manage the employees of such Office and provide 
        for the payment of the compensation and benefits of any such 
        employee which accrue before the effective date of the transfer 
        of such employee under section 303; and
            (2) may take any other action necessary for the purpose of 
        winding up the affairs of the Office.
    (c) Status of Employees Before Transfer.--The amendments made by 
title I and the abolishment of the Office of Federal Housing Enterprise 
Oversight under subsection (a) of this section may not be construed to 
affect the status of any employee of such Office as an employee of an 
agency of the United States for purposes of any other provision of law 
before the effective date of the transfer of any such employee under 
section 303.
    (d) Use of Property and Services.--
            (1) Property.--The Director may use the property of the 
        Office of Federal Housing Enterprise Oversight to perform 
        functions which have been transferred to the Director for such 
        time as is reasonable to facilitate the orderly transfer of 
        functions transferred under any other provision of this Act or 
        any amendment made by this Act to any other provision of law.
            (2) Agency services.--Any agency, department, or other 
        instrumentality of the United States, and any successor to any 
        such agency, department, or instrumentality, which was 
        providing supporting services to the Office of Federal Housing 
        Enterprise Oversight before the expiration of the period under 
        subsection (a) in connection with functions that are 
        transferred to the Director shall--
                    (A) continue to provide such services, on a 
                reimbursable basis, until the transfer of such 
                functions is complete; and
                    (B) consult with any such agency to coordinate and 
                facilitate a prompt and reasonable transition.
    (e) Continuation of Services.--The Director may use the services of 
employees and other personnel of the Office of Federal Housing 
Enterprise Oversight, on a reimbursable basis, to perform functions 
which have been transferred to the Director for such time as is 
reasonable to facilitate the orderly transfer of functions pursuant to 
any other provision of this Act or any amendment made by this Act to 
any other provision of law.
    (f) Savings Provisions.--
            (1) Existing rights, duties, and obligations not 
        affected.--Subsection (a) shall not affect the validity of any 
        right, duty, or obligation of the United States, the Director 
        of the Office of Federal Housing Enterprise Oversight, or any 
        other person, which--
                    (A) arises under--
                            (i) the Federal Housing Enterprises 
                        Financial Safety and Soundness Act of 1992;
                            (ii) the Federal National Mortgage 
                        Association Charter Act;
                            (iii) the Federal Home Loan Mortgage 
                        Corporation Act; or
                            (iv) any other provision of law applicable 
                        with respect to such Office; and
                    (B) existed on the day before the date of 
                abolishment under subsection (a).
            (2) Continuation of suits.--No action or other proceeding 
        commenced by or against the Director of the Office of Federal 
        Housing Enterprise Oversight in connection with functions that 
        are transferred to the Director of the Federal Housing Finance 
        Agency shall abate by reason of the enactment of this Act, 
        except that the Director of the Federal Housing Finance Agency 
        shall be substituted for the Director of the Office of Federal 
        Housing Enterprise Oversight as a party to any such action or 
        proceeding.

SEC. 302. CONTINUATION AND COORDINATION OF CERTAIN ACTIONS.

    (a) In General.--All regulations, orders, and determinations 
described in subsection (b) shall remain in effect according to the 
terms of such regulations, orders, and determinations, and shall be 
enforceable by or against the Director or the Secretary of Housing and 
Urban Development, as the case may be, until modified, terminated, set 
aside, or superseded in accordance with applicable law by the Director 
or the Secretary, as the case may be, any court of competent 
jurisdiction, or operation of law.
    (b) Applicability.--A regulation, order, or determination is 
described in this subsection if it--
            (1) was issued, made, prescribed, or allowed to become 
        effective by--
                    (A) the Office of Federal Housing Enterprise 
                Oversight;
                    (B) the Secretary of Housing and Urban Development, 
                and relates to the authority of the Secretary under--
                            (i) the Federal Housing Enterprises 
                        Financial Safety and Soundness Act of 1992;
                            (ii) the Federal National Mortgage 
                        Association Charter Act, with respect to the 
                        Federal National Mortgage Association; or
                            (iii) the Federal Home Loan Mortgage 
                        Corporation Act, with respect to the Federal 
                        Home Loan Mortgage Corporation; or
                    (C) a court of competent jurisdiction, and relates 
                to functions transferred by this Act; and
            (2) is in effect on the effective date of the abolishment 
        under section 301(a).

SEC. 303. TRANSFER AND RIGHTS OF EMPLOYEES OF OFHEO.

    (a) Transfer.--Each employee of the Office of Federal Housing 
Enterprise Oversight shall be transferred to the Agency for employment, 
not later than the effective date of the abolishment under section 
301(a), and such transfer shall be deemed a transfer of function for 
purposes of section 3503 of title 5, United States Code.
    (b) Guaranteed Positions.--
            (1) In general.--Each employee transferred under subsection 
        (a) shall be guaranteed a position with the same status, 
        tenure, grade, and pay as that held on the day immediately 
        preceding the transfer.
            (2) No involuntary separation or reduction.--An employee 
        transferred under subsection (a) holding a permanent position 
        on the day immediately preceding the transfer may not be 
        involuntarily separated or reduced in grade or compensation 
        during the 12-month period beginning on the date of transfer, 
        except for cause, or, in the case of a temporary employee, 
        separated in accordance with the terms of the appointment of 
        the employee.
    (c) Appointment Authority for Excepted and Senior Executive Service 
Employees.--
            (1) In general.--In the case of an employee occupying a 
        position in the excepted service or the Senior Executive 
        Service, any appointment authority established under law or by 
        regulations of the Office of Personnel Management for filling 
        such position shall be transferred, subject to paragraph (2).
            (2) Decline of transfer.--The Director may decline a 
        transfer of authority under paragraph (1) to the extent that 
        such authority relates to--
                    (A) a position excepted from the competitive 
                service because of its confidential, policymaking, 
                policy-determining, or policy-advocating character; or
                    (B) a noncareer position in the Senior Executive 
                Service (within the meaning of section 3132(a)(7) of 
                title 5, United States Code).
    (d) Reorganization.--If the Director determines, after the end of 
the 1-year period beginning on the effective date of the abolishment 
under section 301(a), that a reorganization of the combined workforce 
is required, that reorganization shall be deemed a major reorganization 
for purposes of affording affected employee retirement under section 
8336(d)(2) or 8414(b)(1)(B) of title 5, United States Code.
    (e) Employee Benefit Programs.--
            (1) In general.--Any employee of the Office of Federal 
        Housing Enterprise Oversight accepting employment with the 
        Agency as a result of a transfer under subsection (a) may 
        retain, for 12 months after the date on which such transfer 
        occurs, membership in any employee benefit program of the 
        Agency or the Office of Federal Housing Enterprise Oversight of 
        the Department of Housing and Urban Development, as applicable, 
        including insurance, to which such employee belongs on the date 
        of the abolishment under section 301(a), if--
                    (A) the employee does not elect to give up the 
                benefit or membership in the program; and
                    (B) the benefit or program is continued by the 
                Director of the Federal Housing Finance Agency.
            (2) Cost differential.--
                    (A) In general.--The difference in the costs 
                between the benefits which would have been provided by 
                the Office of Federal Housing Enterprise Oversight and 
                those provided by this section shall be paid by the 
                Director.
                    (B) Health insurance.--If any employee elects to 
                give up membership in a health insurance program or the 
                health insurance program is not continued by the 
                Director, the employee shall be permitted to select an 
                alternate Federal health insurance program not later 
                than 30 days after the date of such election or notice, 
                without regard to any other regularly scheduled open 
                season.

SEC. 304. TRANSFER OF PROPERTY AND FACILITIES.

    Upon the effective date of its abolishment under section 301(a), 
all property of the Office of Federal Housing Enterprise Oversight 
shall transfer to the Agency.

               Subtitle B--Federal Housing Finance Board

SEC. 311. ABOLISHMENT OF THE FEDERAL HOUSING FINANCE BOARD.

    (a) In General.--Effective at the end of the 1-year period 
beginning on the date of enactment of this Act, the Federal Housing 
Finance Board (in this subtitle referred to as the ``Board'') is 
abolished.
    (b) Disposition of Affairs.--During the 1-year period beginning on 
the date of enactment of this Act, the Board, solely for the purpose of 
winding up the affairs of the Board--
            (1) shall manage the employees of the Board and provide for 
        the payment of the compensation and benefits of any such 
        employee which accrue before the effective date of the transfer 
        of such employee under section 313; and
            (2) may take any other action necessary for the purpose of 
        winding up the affairs of the Board.
    (c) Status of Employees Before Transfer.--The amendments made by 
titles I and II and the abolishment of the Board under subsection (a) 
may not be construed to affect the status of any employee of the Board 
as an employee of an agency of the United States for purposes of any 
other provision of law before the effective date of the transfer of any 
such employee under section 313.
    (d) Use of Property and Services.--
            (1) Property.--The Director may use the property of the 
        Board to perform functions which have been transferred to the 
        Director, for such time as is reasonable to facilitate the 
        orderly transfer of functions transferred under any other 
        provision of this Act or any amendment made by this Act to any 
        other provision of law.
            (2) Agency services.--Any agency, department, or other 
        instrumentality of the United States, and any successor to any 
        such agency, department, or instrumentality, which was 
        providing supporting services to the Board before the 
        expiration of the 1-year period under subsection (a) in 
        connection with functions that are transferred to the Director 
        shall--
                    (A) continue to provide such services, on a 
                reimbursable basis, until the transfer of such 
                functions is complete; and
                    (B) consult with any such agency to coordinate and 
                facilitate a prompt and reasonable transition.
    (e) Continuation of Services.--The Director may use the services of 
employees and other personnel of the Board, on a reimbursable basis, to 
perform functions which have been transferred to the Director for such 
time as is reasonable to facilitate the orderly transfer of functions 
pursuant to any other provision of this Act or any amendment made by 
this Act to any other provision of law.
    (f) Savings Provisions.--
            (1) Existing rights, duties, and obligations not 
        affected.--Subsection (a) shall not affect the validity of any 
        right, duty, or obligation of the United States, a member of 
        the Board, or any other person, which--
                    (A) arises under the Federal Home Loan Bank Act, or 
                any other provision of law applicable with respect to 
                the Board; and
                    (B) existed on the day before the effective date of 
                the abolishment under subsection (a).
            (2) Continuation of suits.--No action or other proceeding 
        commenced by or against the Board in connection with functions 
        that are transferred under this Act to the Director shall abate 
        by reason of the enactment of this Act, except that the 
        Director shall be substituted for the Board or any member 
        thereof as a party to any such action or proceeding.

SEC. 312. CONTINUATION AND COORDINATION OF CERTAIN ACTIONS.

    (a) In General.--All regulations, orders, determinations, and 
resolutions described under subsection (b) shall remain in effect 
according to the terms of such regulations, orders, determinations, and 
resolutions, and shall be enforceable by or against the Director until 
modified, terminated, set aside, or superseded in accordance with 
applicable law by the Director, any court of competent jurisdiction, or 
operation of law.
    (b) Applicability.--A regulation, order, determination, or 
resolution is described under this subsection if it--
            (1) was issued, made, prescribed, or allowed to become 
        effective by--
                    (A) the Board; or
                    (B) a court of competent jurisdiction, and relates 
                to functions transferred by this Act; and
            (2) is in effect on the effective date of the abolishment 
        under section 311(a).

SEC. 313. TRANSFER AND RIGHTS OF EMPLOYEES OF THE FEDERAL HOUSING 
              FINANCE BOARD.

    (a) Transfer.--Each employee of the Board shall be transferred to 
the Agency for employment, not later than the effective date of the 
abolishment under section 311(a), and such transfer shall be deemed a 
transfer of function for purposes of section 3503 of title 5, United 
States Code.
    (b) Guaranteed Positions.--
            (1) In general.--Each employee transferred under subsection 
        (a) shall be guaranteed a position with the same status, 
        tenure, grade, and pay as that held on the day immediately 
        preceding the transfer.
            (2) No involuntary separation or reduction.--An employee 
        holding a permanent position on the day immediately preceding 
        the transfer may not be involuntarily separated or reduced in 
        grade or compensation during the 12-month period beginning on 
        the date of transfer, except for cause, or, if the employee is 
        a temporary employee, separated in accordance with the terms of 
        the appointment of the employee.
    (c) Appointment Authority for Excepted Employees.--
            (1) In general.--In the case of an employee occupying a 
        position in the excepted service, any appointment authority 
        established under law or by regulations of the Office of 
        Personnel Management for filling such position shall be 
        transferred, subject to paragraph (2).
            (2) Decline of transfer.--The Director may decline a 
        transfer of authority under paragraph (1), to the extent that 
        such authority relates to a position excepted from the 
        competitive service because of its confidential, policymaking, 
        policy-determining, or policy-advocating character.
    (d) Reorganization.--If the Director determines, after the end of 
the 1-year period beginning on the effective date of the abolishment 
under section 311(a), that a reorganization of the combined workforce 
is required, that reorganization shall be deemed a major reorganization 
for purposes of affording affected employee retirement under section 
8336(d)(2) or 8414(b)(1)(B) of title 5, United States Code.
    (e) Employee Benefit Programs.--
            (1) In general.--Any employee of the Board accepting 
        employment with the Agency as a result of a transfer under 
        subsection (a) may retain, for 12 months after the date on 
        which such transfer occurs, membership in any employee benefit 
        program of the Agency or the Board, as applicable, including 
        insurance, to which such employee belongs on the effective date 
        of the abolishment under section 311(a) if--
                    (A) the employee does not elect to give up the 
                benefit or membership in the program; and
                    (B) the benefit or program is continued by the 
                Director.
            (2) Cost differential.--
                    (A) In general.--The difference in the costs 
                between the benefits which would have been provided by 
                the Board and those provided by this section shall be 
                paid by the Director.
                    (B) Health insurance.--If any employee elects to 
                give up membership in a health insurance program or the 
                health insurance program is not continued by the 
                Director, the employee shall be permitted to select an 
                alternate Federal health insurance program not later 
                than 30 days after the date of such election or notice, 
                without regard to any other regularly scheduled open 
                season.

SEC. 314. TRANSFER OF PROPERTY AND FACILITIES.

    Upon the effective date of the abolishment under section 311(a), 
all property of the Board shall transfer to the Agency.
                                 <all>