Green Bank

Title 31, United States Code, is amended by adding the following new chapter at the end thereof:

Green Bank

Sec.

9801. Green Bank.

9801.

Green Bank

(a)

Short title

This section may be cited as the

Green Bank Act of 2009

. (b)

Purposes

The purposes of this section are as follows: (1)To evaluate and coordinate financing for qualified clean energy projects and qualified energy efficiency projects. (2)To provide loans, loan guarantees, debt securitization, insurance, portfolio insurance, and other forms of financing support or risk management to qualified clean energy projects and qualified energy efficiency projects. (3)To facilitate— (A)efficient tax equity markets for qualified clean energy projects; and (B)the financing of long-term clean energy purchasing by governmental and non-governmental not-for-profit entities. (4)To foster— (A)the development and consistent application of transparent underwriting standards, standard contractual terms, and measurement and verification protocols for qualified clean energy projects and qualified energy efficiency projects; (B)the creation of performance data that enables effective underwriting, risk management, and pro-forma modeling of financial performance of qualified clean energy projects and qualified energy efficiency projects to support primary financing markets and stimulate development of secondary investment markets for clean energy projects and energy efficiency projects; and (C)the level of financing support for qualified clean energy projects and qualified energy efficiency projects necessary to advance vital national objectives, including— (i)achieving energy independence from foreign energy sources; (ii)abating climate change by increasing zero or low carbon electricity generation and transportation capabilities; (iii)realizing energy efficiency potential in existing infrastructure; (iv)easing the economic effects of transitioning from a carbon-based economy to a clean energy economy; (v)achieving job creation through the construction and operation of qualified clean energy projects and qualified energy efficiency projects; (vi)fostering long-term domestic manufacturing capacity in the clean energy and energy efficiency industries; and (vii)complementing and supplementing other clean energy and energy efficiency legislation at the Federal or State level. (c)

Definitions

In this section: (1)

Clean Energy project

The term clean energy project means any electricity generation, transmission, storage, heating, cooling, industrial process, or manufacturing project whose primary purpose is the deployment, development, or production of an energy system or technology that avoids, reduces, or sequesters air pollutants or anthropogenic greenhouse gases, including the following: (A)Solar. (B)Wind. (C)Geothermal. (D)Biomass. (E)Hydropower. (F)Ocean. (G)Fuel cell. (H)Advanced battery. (I)Carbon capture and sequestration. (J)Next generation biofuels. (K)Nuclear. (2)

Qualified Clean Energy Project

The term qualified clean energy project means a clean energy project that— (A)is carried out domestically within the territorial borders of the United States; (B)stays current on interest and debt payment obligations; (C)pays wages in accordance with subchapter IV of chapter 31 of title 40, United States Code (commonly referred to as the Davis-Bacon Act); (D)if for nuclear power, is funded by the Bank only after all other existing Federal financial support has been expended; and (E)satisfies any other conditions established by the Bank and published in the Federal Register. (3)

Energy Efficiency project

The term energy efficiency project means any project, technology, function, or measure that results in the reduction of energy use required to achieve the same level of service or output prior to the application of such project, technology, function, or measure, or substantially reduces greenhouse gas emissions relative to emissions that would have occurred prior to the application of such project, technology, function, or measure. (4)

Qualified Energy Efficiency Project

The term qualified energy efficiency project means an energy efficiency project, including smart grid technologies and functions characterized in section 1301 of the Energy Independence and Security Act of 2007 and end-use technologies for efficiency gains in new construction and across existing infrastructure that— (A)is carried out domestically within the territorial borders of the United States; (B)stays current on interest and debt payment obligations; (C)pays wages in accordance with subchapter IV of chapter 31 of title 40, United States Code (commonly referred to as the Davis-Bacon Act); and (D)satisfies any other conditions established by the Bank and published in the Federal Register. (5)

Green Bond

The term Green Bond means a bond issued pursuant to section 3102A of this title. (6)

Bank

The term Bank means the Green Bank established under subsection (d). (7)

Board

The term Board means the Board of Directors of the Bank. (d)

Green Bank

(1)

Establishment of Corporation

There is established a corporation to be known as the Green Bank that shall be wholly owned by the United States. (2)

Independent corporation

The Bank shall be an independent corporation. Neither the Bank nor any of its functions, powers, or duties shall be transferred to or consolidated with any other department, agency, or corporation of the Government unless the Congress provides otherwise. (3)

Charter

The Bank shall be chartered for 20 years from the date of enactment of this section. (4)

Governance

(A)

Board of Directors of the Bank

(i)

In general

The Bank shall be under the direction of a Board of Directors. (ii)

Membership

The Board shall consist of 8 members, as follows: (I)The Secretary of the Energy or his designee. (II)The Secretary of the Treasury or his designee. (III)The Secretary of the Interior or his designee. (IV)The Secretary of Agriculture or his designee. (V)Four members appointed by the President of the United States including a Chief Executive Officer, 1 member with expertise regarding renewable energy, 1 member with expertise regarding electric utilities, and 1 member with expertise regarding consumer affairs. (iii)

Quorum

5 members of the Board shall constitute a quorum. (iv)

Bylaws

The Board shall adopt, and may amend, such bylaws as are necessary for the proper management and functioning of the Bank, and shall, in such bylaws, designate the vice-presidents and other officers of the Bank and prescribe their duties. (v)

Terms

The initial terms of the members of the Board shall be 4 years. For terms beginning after the first 4 years following the date of the enactment of this section, the Board shall create staggered terms of 2, 3, and 4 years for members of the Board. (vi)

Vacancies

Any vacancy on the Board shall be filled in the same manner in which the original appointment was made. (vii)

Interim appointments

Any member appointed to fill a vacancy occurring before the expiration of the term for which such member’s predecessor was appointed shall be appointed only for the remainder of such term. (viii)

Reappointment

Members of the Board may be reappointed for additional terms of service as members of the Board. (ix)

Continuation of service

Any member of the Board whose term has expired may continue to serve on the Board until the earlier of— (I)the date on which such member’s successor is appointed; or (II)the end of the 6-month period beginning on the date such member’s term expires. (x)

Chairman

The Board shall select a Chairman from among its members. (B)

Executive Vice-President

The Chief Executive Officer shall appoint an Executive Vice-President who— (i)shall serve as Chief Executive Officer of the Bank during the absence or disability of, or in the event of a vacancy in the office, of Chief Executive Officer; and (ii)shall at other times perform such functions as the Chief Executive Officer may prescribe. (C)

Policies and Procedures

At the request of any 2 members of the Board, the Chairman shall place an item pertaining to the policies or procedures of the Bank on the agenda for discussion by the Board. Not later than 30 days after the date such a request is made, the Chairman shall hold a meeting of the Board at which such item shall be discussed. (D)

Conflicts of interest

No director, officer, attorney, agent, or employee of the Bank shall in any manner, directly or indirectly, participate in the deliberation upon, or the determination of, any question affecting such individual’s personal interests, or the interests of any corporation, partnership, or association in which such individual is directly or indirectly personally interested. (5)

Hiring and Contracting authority

(A)

Contracting

The Bank may employ or otherwise contract with banks, credit agencies, attorneys, and other third parties at customary commercial rates. (B)

Hiring

Notwithstanding any otherwise applicable Federal rules and regulations, the Bank may employ and otherwise contract with employees and provide compensation to such employees at prevailing rates for compensation for similar positions in private industry. (6)

Sunset

(A)

Expiration of charter

The Bank shall continue to exercise its functions until all obligations and commitments of the Bank are discharged, even after its charter has expired. (B)

Prior obligations

No provisions of this subsection shall be construed as preventing the Bank from— (i)acquiring obligations prior to the date of the expiration of its charter which mature subsequent to such date; (ii)assuming, prior to the date of the expiration of its charter, liability as guarantor, endorser, or acceptor of obligations which mature subsequent to such date; (iii)issuing, prior or subsequent to the date of the expiration of its charter, for purchase by the Secretary of the Treasury or any other purchasers, its notes, debentures, bonds, or other obligations which mature subsequent to such date; or (iv)continuing as a corporation and exercising any of its functions subsequent to the date of the expiration of its charter for purposes of orderly liquidation, including the administration of its assets and the collection of any obligations held by the Bank. (e)

Lending, Financing, Expenditures

(1)

In general

The Bank shall establish a program to provide on a competitive basis loans, loan guarantees, debt securitization, insurance, portfolio insurance, and other forms of financing support or risk management, as the Bank determines appropriate, for any qualifying clean energy project or qualifying energy efficiency project. (2)

Guaranteed

Loan guarantees provided by the Bank shall be guaranteed by the United States. (3)

Requirements

The Bank may only provide financing support (including loans, loan guarantees, debt securitization, insurance, portfolio insurance, and other forms of financing support or risk management under paragraph (1)) if— (A)such support is commercially reasonable and does not exceed 80 percent of the capitalization of the qualified clean energy project or qualified energy efficiency project; (B)is secured by the underlying project or such other collateral as the Chief Executive Officer of the Bank determines appropriate; and (C)in the judgment of the Chief Executive Officer— (i)the private credit market is not providing adequately low-priced financing to enable otherwise credit worthy entities to carry out qualified clean energy projects and qualified energy efficiency projects; (ii)such financing support would facilitate construction or expansion of a qualified clean energy project or qualified energy efficiency project at an accelerated rate; and (iii)such financing support would stimulate, aid, or otherwise support domestic manufacturing of finished products or component parts used in clean energy projects or energy efficiency projects. (4)

Financing activities

The Bank may facilitate financing transactions in tax equity markets and long-term purchasing of clean energy by governmental and non-governmental not-for-profit entities, to the degree and extent that the Bank determines such financing activity is appropriate and consistent with carrying out the terms of this section. (5)

Trusts

The Bank is authorized to create, accept, execute, and otherwise administer in all respects trusts, receiverships, conservatorships, liquidating or other agencies, or other fiduciary and representative undertakings and activities, as appropriate for financing purposes. Instruments issued by the Bank pursuant to this section are, to the same extent as securities which are direct obligations of or obligations guaranteed as to principal or interest by the United States, exempt securities within the meaning of laws administered by the Securities and Exchange Commission. (6)

Fees

The Bank shall assess reasonable fees on its activities, including loans, loan guarantees, insurance, portfolio insurance, and other forms of financing support or risk management it provides so as to cover its reasonable costs and expenses, as determined by the Board, provided the Bank operates as a not-for-profit entity. (7)

Environmental Review

In providing any financing support under this section, the Bank may, with the concurrence of the Council on Environmental Quality, adopt by reference and rely on any applicable categorical exclusion or environmental review promulgated by any other Federal Agency pursuant to the National Environmental Policy Act of 1969 (Public Law 91–190). (8)

Immunity from impairment, limitation, or restriction

(A)

In general

All rights and remedies of the Bank shall be immune from impairment, limitation, or restrictions by or under— (i)any law (other than a law enacted by Congress expressly in limitation of this paragraph) that becomes effective after the acquisition by the Bank of the subject or property on, under, or with respect to which the right or remedy arises or exists or would so arise or exist in the absence of the law; or (ii)any administrative or other action that becomes effective after the acquisition. (B)

State Law

The Bank may conduct its business without regard to any qualification or law of any State relating to incorporation. (9)

Taxation

(A)

In general

Subject to subparagraph (B), the Bank (including its activities, capital, reserves, surplus and income) shall be exempt from all taxation imposed by any State or local political subdivision of a State. (B)

Real Property

Any real property of the Bank shall be subject to taxation by a State or political subdivision of a State to the same extent according to the value of the real property as other real property is taxed. (10)

Power to remove; jurisdiction

Notwithstanding any other provision of law, any civil action, suit, or proceeding to which the Bank is a party shall be deemed to arise under the laws of the United States, and the United States district courts shall have original jurisdiction. The Bank may, without bond or security, remove any such action, suit, or proceeding from a State court to a United States district court or to the United States District Court for the District of Columbia. (11)

Spending safeguards

(A)

In general

The Chief Executive Officer of the Bank— (i)shall require any entity receiving financing support (including a loan, loan guarantee, debt securitization, insurance, portfolio insurance, and other forms of financing support or risk management) pursuant to this section to report quarterly, in a format specified by the Chief Executive Officer, on such entity’s use of such support and its progress fulfilling the objectives for which such support was granted, and the Chief Executive Officer shall make these reports available to the public; (ii)may establish additional reporting and information requirements for any recipient of financing support made available pursuant to this section; (iii)shall establish appropriate mechanisms to ensure appropriate use and compliance with all terms of any financing support made available pursuant to this section; (iv)may, in addition to and consistent with any other authority under applicable law, deobligate financing support made available pursuant to this section to entities that demonstrate an insufficient level of performance, or wasteful or fraudulent spending, as defined in advance by the Chief Executive Officer, and award these funds competitively to new or existing applicants consistent with this section; (v)shall create and maintain a fully searchable database, accessible on the Internet (or successor protocol) at no cost to the public, that contains at least— (I)a list of each entity that has applied for a loan, loan guarantee, insurance, portfolio insurance, or other forms of financing support or risk management under this section; (II)a description of each application; (III)the status of each such application; (IV)the name of each entity receiving funds made available pursuant to this section; (V)the purpose for which such entity is receiving such funds; (VI)each quarterly report submitted by the entity pursuant to this section; and (VII)such other information sufficient to allow the public to understand and monitor loans, loan guarantees, insurance, portfolio insurance, and other forms of financing support or risk management provided under this section; (vi)to the extent practicable, data maintained under clause (v) shall be used to inform private capital markets, including the development of underwriting standards for the financing of clean energy projects and energy efficiency projects; (vii)shall make all financing transactions available for public inspection, including formal annual reviews by both a private auditor and the Comptroller General; and (viii)shall at all times be available to receive public comment in writing on the activities of the Bank. (B)

Protection of confidential business information

To the extent necessary and appropriate, the Chief Executive Officer may redact any information regarding applicants and borrowers to protect confidential business information.