[House Report 111-370]
[From the U.S. Government Publishing Office]


111th Congress                                                   Report
                        HOUSE OF REPRESENTATIVES
 1st Session                                                    111-370

======================================================================
 
PROVIDING FOR FURTHER CONSIDERATION OF THE BILL (H.R. 4173) TO PROVIDE 
FOR FINANCIAL REGULATORY REFORM, TO PROTECT CONSUMERS AND INVESTORS, TO 
  ENHANCE FEDERAL UNDERSTANDING OF INSURANCE ISSUES, TO REGULATE THE 
      OVER-THE-COUNTER DERIVATIVES MARKETS, AND FOR OTHER PURPOSES

                                _______
                                

 December 10, 2009.--Referred to the House Calendar and ordered to be 
                                printed

                                _______
                                

  Mr. Perlmutter, from the Committee on Rules, submitted the following

                              R E P O R T

                       [To accompany H. Res. 964]

    The Committee on Rules, having had under consideration 
House Resolution 964, by a record vote of 8-3, report the same 
to the House with the recommendation that the resolution be 
adopted.

                SUMMARY OF PROVISIONS OF THE RESOLUTION

    The resolution provides for further consideration of H.R. 
4173, the ``Wall Street Reform and Consumer Protection Act of 
2009,'' under a structured rule. The resolution provides that 
there will be no additional general debate. The resolution 
waives all points of order against provisions in the bill, as 
amended (this waiver does not affect the point of order 
available under clause 9 of rule XXI (regarding earmark 
disclosure). The resolution provides that the bill, as amended, 
shall be considered as read. The resolution makes in order only 
those amendments printed in this report and the amendments en 
bloc described in section 3 of the resolution. The resolution 
provides that the amendments made in order may be offered only 
in the order printed in this report (except as specified in 
section 4), may be offered only by a Member designated in this 
report, shall be considered as read, shall be debatable for the 
time specified in this report equally divided and controlled by 
the proponent and an opponent, shall not be subject to 
amendment, and shall not be subject to a demand for division of 
the question. The resolution waives all points of order against 
the amendments printed in this report or amendments en bloc 
except for clauses 9 and 10 of rule XXI.
    The resolution provides that the chair of the Committee on 
Financial Services or his designee may offer amendments en bloc 
consisting of amendments printed in this report not earlier 
disposed of. Amendments en bloc shall be considered as read, 
shall be debatable for 20 minutes equally divided and 
controlled by the chair and ranking minority member of the 
Committee on Financial Services or their designees, shall not 
be subject to amendment, and shall not be subject to a demand 
for division of the question. The original proponent of an 
amendment included in such amendments en bloc may insert a 
statement in the Congressional Record immediately before the 
disposition of the amendments en bloc.
    The resolution provides that the Chair of the Committee of 
the Whole may recognize for consideration of any amendment 
printed in this report out of the order printed, but not sooner 
than 30 minutes after the chair of the Committee on Financial 
Services or his designee announces from the floor a request to 
that effect. In the case of sundry amendments reported from the 
Committee, the question of their adoption shall be put to the 
House en gros and without division of the question. The 
resolution provides one motion to recommit with or without 
instructions.
    The resolution also provides that the Chair may entertain a 
motion that the Committee rise only if offered by the chair of 
the Committee on Financial Services or his designee. It also 
provides that the Chair may not entertain a motion to strike 
out the enacting words of the bill (as described in clause 9 of 
rule XVIII). The resolution provides that during consideration 
of the bill, the Chair may reduce to two minutes the minimum 
time for electronic voting. The resolution provides that in the 
engrossment of the bill, the Clerk is authorized to make 
technical and conforming changes to amendatory instructions.

                         EXPLANATION OF WAIVERS

    Although the rule waives all points of order against the 
bill, as amended, the Committee is not aware of any points of 
order. The waiver is prophylactic.

                            COMMITTEE VOTES

    The results of each record vote on an amendment or motion 
to report, together with the names of those voting for and 
against, are printed below:

Rules Committee record vote No. 290

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Dreier.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Harman (CA), #23, which would 
allow depositors in any institution for which the FDIC was 
appointed as receiver or conservator on July 11, 2008 (IndyMAC) 
to be compensated for uninsured deposits up to the new FDIC 
insurance limit of $250,000. The insurance would be offset with 
CFPA funds.
    Results: Defeated 4-8.
    Vote by Members: McGovern--Nay; Hastings--Nay; Matsui--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; 
Dreier--Yea; Diaz-Balart--Yea; Sessions--Yea; Foxx--Yea; 
Slaughter--Nay.

Rules Committee record vote No. 291

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Dreier.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Reps. Boren (OK), Capito (WV), 
McMahon (NY), Miller, Gary (CA), #78, which would direct the 
appropriate agency to define a category of low risk mortgages 
that would be exempt from the risk retention provisions found 
within the bill. The current language in the bill allows the 
newly formed agency to define such a mortgage; this amendment 
would require it.
    Results: Defeated 4-9.
    Vote by Members: McGovern--Nay; Hastings--Nay; Matsui--Nay; 
Cardoza--Nay; Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; 
Polis--Nay; Dreier--Yea; Diaz-Balart--Yea; Sessions--Yea; 
Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 292

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Dreier.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Garrett (NJ), #236, which 
would strike new Federal Reserve authorities and 
responsibilities in the bill.
    Results: Defeated 4-9.
    Vote by Members: McGovern--Nay; Hastings--Nay; Matsui--Nay; 
Cardoza--Nay; Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; 
Polis--Nay; Dreier--Yea; Diaz-Balart--Yea; Sessions--Yea; 
Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 293

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Dreier.
    Summary of motion: To make in order and provide appropriate 
waivers for the amendments, en bloc, each separately debatable 
for 10 minutes, by Rep. McCarthy, Kevin (CA), #167, which would 
restrict the CFPA from having authority over Veterans' benefits 
programs or the provisions of the Servicemembers Civil Relief 
Act; and by Rep. Bean, #141, which would provide that the 
Comptroller of the Currency may assess the individual state 
laws and/or regulations under the CFPA and if they provide a 
high protective standard, and may make a determination that 
such standard be the uniform national standard. If a majority 
of states file petitions, CFPA is forced to consider raising 
the federal standard. If an institution is not chartered 
federally as a national bank or Federal savings associations 
(non-bank subs and affiliates are state chartered), then it 
cannot receive federal preemption. The amendment does not seek 
to limit any of the new powers the State AGs receive under this 
bill (Section 4402) or limit the State AG visitorial sections 
beyond matching Cuomo. Makes changes to sections dealing with 
the relationship between national banks/Federal savings 
associations and state laws to match the true pre-2004 
standard.
    Results: Defeated 4-9.
    Vote by Members: McGovern--Nay; Hastings--Nay; Matsui--Nay; 
Cardoza--Nay; Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; 
Polis--Nay; Dreier--Yea; Diaz-Balart--Yea; Sessions--Yea; 
Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 294

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Diaz-Balart.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Bachmann (MN), #192, which 
would prohibit employees and former employees of organizations 
that have been indicted of Federal or State election law 
violations from serving on the Consumer Financial Protection 
Oversight Board.
    Results: Defeated 4-9.
    Vote by Members: McGovern--Nay; Hastings--Nay; Matsui--Nay; 
Cardoza--Nay; Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; 
Polis--Nay; Dreier--Yea; Diaz-Balart--Yea; Sessions--Yea; 
Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 295

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Diaz-Balart.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Reps. Lance (NJ), McCarthy, Kevin 
(CA), Paulsen (MN), #196, which would prohibit the secretary 
from extending the TARP program, prohibit any unused 
authorization under TARP from being used for any further 
purpose that would increase the national debt, and direct any 
repaid funds be used only for reducing the national debt.
    Results: Defeated 3-8.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 296

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Sessions.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Sessions (TX), #86, which 
would clarify that none of the registration requirements or 
other requirements on investment advisers of private funds 
shall be construed as creating a private right of action.
    Results: Defeated 3-8.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 297

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Sessions.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Sessions (TX), #150, which 
would make the bill ineffective if it is determined to cause 
the loss of over 1 million jobs; the Comptroller General of the 
United States has 30 days to determine the net job loss.
    Results: Defeated 3-8.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 298

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. Sessions.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Garrett (NJ), #237, which 
would require that all current and future Fed 13(3) programs be 
moved on-budget.
    Results: Defeated 3-8.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 299

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Dr. Foxx.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Reps. Jenkins (KS), Paulsen (MN), 
#18, which would add a new section which bans government funds 
from being used for a bailout or for any other purpose, other 
than a Federal agency's administrative costs.
    Results: Defeated 3-8.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 300

    Date; December 10, 2009.
    Measure; H.R. 4173.
    Motion by: Dr. Foxx.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. McHenry (NC), #98, which would 
clarify that nothing under Title 4 shall be construed to create 
a private right of action.
    Results: Defeated 3-8.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 301

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Dr. Foxx.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Perlmutter (CO), #177, which 
would strengthen the exemption for smaller banks and credit 
unions allowing their consumer protection oversight to remain 
with their current regulator.
    Results: Defeated 4-7.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Yea; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 302

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Dr. Foxx.
    Summary of motion: To make in order and provide appropriate 
waivers for an amendment by Rep. Price, Tom (GA), #35, which 
would strike all sections in the bill which restrict the use of 
arbitration.
    Results: Defeated 3-8.
    Vote by Members: Hastings--Nay; Matsui--Nay; Cardoza--Nay; 
Arcuri--Nay; Perlmutter--Nay; Pingree--Nay; Polis--Nay; Diaz-
Balart--Yea; Sessions--Yea; Foxx--Yea; Slaughter--Nay.

Rules Committee record vote No. 303

    Date: December 10, 2009.
    Measure: H.R. 4173.
    Motion by: Mr. McGovern.
    Summary of motion: To report the rule.
    Results: Adopted 8-3.
    Vote by Members: Hastings--Yea; Matsui--Yea; Cardoza--Yea; 
Arcuri--Yea; Perlmutter--Yea; Pingree--Yea; Polis--Yea; Diaz-
Balart--Nay; Sessions--Nay; Foxx--Nay; Slaughter--Yea.

               SUMMARY OF AMENDMENTS TO BE MADE IN ORDER

    (Summaries derived from information provided by sponsors.)
    1. Frank (MA): The manager's amendment to The Wall Street 
Reform and Consumer Protection Act of 2009 (H.R. 4173) provides 
for clarifications to Title I (the Financial Stability 
Improvement Act), Title IV (the Consumer Financial Protection 
Agency Act), Title V (Capital Markets), Title VI (Federal 
Insurance Office), and the Mortgage Reform and Anti-Predatory 
Lending Act (to be added as Title VII). Also included are 
provisions to provide mortgage assistance to unemployed 
homeowners and assistance for the purchase and repair of 
foreclosed properties with an emphasis on increasing the supply 
of affordable rental housing. It includes a provision to make 
the amendment PAYGO compliant. Further, the amendment: (1) 
Would add the head of the CFPA to the Financial Services 
Oversight Council and clarifies that prudential standards 
promulgated under the Financial Stability Improvement Act of 
2009 do not supersede state or federal consumer protection 
standards. (2) Would add a representative of the State 
securities commissioners (or other office performing like 
functions) as a non-voting representative on the Financial 
Services Oversight Council. (3) Would improve various oversight 
provisions in the bill, including adding GAO authority to 
conduct oversight of the CFPA, among other improvements. (4) 
Would clarify that the systemic risk regulator created and 
empowered under the Act is the Financial Services Oversight 
Council, rather than the Board of Governors of the Federal 
Reserve System. Emergency voting provisions remain unchanged, 
the Board retains its equal vote as a Member of the Council, 
and may act at the direction of the Council. (5) Would clarify 
that financial companies cannot be compelled by the systemic 
risk regulator to waive any privilege (such as attorney-client 
privilege) when providing data at the request of the systemic 
risk regulator. The bill currently provides only that in 
responding to the request the company shall not be deemed to 
have waived any such privilege. (6) Would clarify 1105 of H.R. 
4173 such that the limited scope of the judicial review 
provision in 1105(h) is unambiguous. It would limit judicial 
review to the new regulatory powers defined by 1105, which 
establishes new regulatory prerogatives through mitigation of 
systemic risk. (7) Would clarify the conditions under which 
contingent capital will be triggered. (8) Would require HAMP-
participating servicers to disclose ``net present value'' (NPV) 
analysis mortgage-related or homeowner-related inputs to the 
homeowner upon denial of loan modification, requires the 
Department of the Treasury to create a homeowner-accessible 
website with a calculator for NPV analysis of a mortgage, and 
requires the Department of the Treasury to make public its 
methodology and model used for calculating NPV. (9) Would 
modify changes of control in applicable financial institutions. 
(10) Would extend the ability of the Federal Reserve to prevent 
the merger, acquisition, or consolidation of a non-bank 
financial holding company under the Bank Holding Company Act. 
(11) Would eliminate the current disparity between banks and 
thrifts by allowing for nationwide de novo interstate branching 
for all federally insured depository institutions. (12) Would 
create a mutual commercial bank charter. (13) Would reduce the 
size of the haircut that FDIC may impose on secured creditors 
of a firm placed into receivership that results in losses to 
the taxpayer or the Fund to 10 percent. It further focuses the 
haircut to secured loans with a term of 30 days or less, and 
exempts from the haircut loans secured by Treasury bonds, 
agency or GSE backed debt, as well as debt derived from real 
property. The amendment clarifies no haircut may be imposed 
unless all shareholders and other junior creditors are wiped 
out. The revised amendment makes additional technical changes, 
all of which are consistent with the policy aim of the original 
amendment, as stated above. (14) Would direct the Department of 
the Treasury to conduct a study to analyze how the resolution 
authority granted in the bill is funded. (15) Would require the 
CFPA Director to establish a website for consumer complaints in 
conjunction with a complaint monitoring system and toll-free 
number. (16) Would establish the Office of Financial Protection 
for Older Adults to strengthen the protection of seniors 
against financial exploitation. Facilitates the education of 
seniors on protecting themselves from fraud and abuse, monitors 
the designations within the senior financial advisor community 
to alert regulators of misleading certifications, and improves 
coordination between current elder protection agencies. (17) 
Would clarify that the CFPA can charge higher assessments for 
banks that have poor consumer protection records or pose 
excessive risk to consumers. (18) Would use funds from the CFPA 
Victims Relief Fund to pay for financial literacy programs 
administered by the Treasury Department's Financial Education 
and Counseling Grant Program. (19) Would establish an office 
within the Consumer Financial Protection Agency (CFPA) to 
advise the director on the impact of agency policies and 
regulations on small, community financial institutions and help 
ensure that the policies and regulations of the CFPA do not 
unduly burden community financial institutions. (20) Would 
clarify the rulemaking supervisory and enforcement authority of 
the CFPA. (21) Would limit the CFPA's authority regarding 
charitable contributions through tax-exempt organizations 
recognized by the IRS. (22) Would consider as ``unfair'' for a 
credit bureau to make available for purchase by lenders any 
type of credit score for a consumer that is not also available 
for purchase by that same consumer. (23) Would define person-
to-person lending platforms for purposes of an exception to the 
securities law, make the Consumer Financial Protection Agency 
the primary regulator of person to person lending, and specify 
that until the CFPA has adopted disclosure requirements person 
to person lending platforms would be required to continue to 
provide disclosures under the Securities Acts of 1933 and 1934. 
(24) Would require that the Director of the CFPA: (1) conduct a 
review of Federal laws and regulations relating to the 
protection of individuals that utilize exchange facilitators 
(2) submit to Congress recommendations on the steps necessary 
to ensure appropriate protection of such persons and (3) 
establish and carry out a program, utilizing the authority of 
the CFPA, to protect individuals that utilize exchange 
facilitators. (25) Would direct the CFPA to promulgate a rule, 
within 180 days, requiring banks to prominently place at their 
branch locations information regarding the fees and charges 
associated with the bank's overdraft protection program. (26) 
Would retain the existing Consumer Advisory Council at the 
Federal Reserve and would add additional statutory requirements 
to the Council that it make an annual set of recommendations to 
the Consumer Financial Protection Agency, that it make these 
recommendations public, and that it meet with the CFPA Director 
annually to discuss them. Would require the Consumer Advisory 
Council to meet with the Fed Board of Governors annually and 
the Chair of the Fed to include the Council's recommendations 
for consumer protection regulations for the CFPA in his 
mandated appearances before Congress. (27) Would require 
private educational lenders to obtain institutional 
certification prior to making a loan to students. It would 
require the Consumer Financial Protection Agency and the 
Department of Education to conduct a study on private education 
loans and lenders and report to Congress on the compliance of 
institutions and private educational lenders with these 
provisions. (28) Would clarify that private funds, investment 
advisors and others cannot be compelled by the systemic risk 
regulator to waive and shall not be deemed to have waived any 
privilege (such as attorney client privilege), by adding to 
Title V the same language to that effect that was included in 
Title 1. (29) Would mandate the registration of all credit 
rating agencies as ``Nationally Recognized Statistical Rating 
Organization.'' (30) Would lower the liability standard for 
credit rating agencies from ``knowingly or recklessly'' to 
``gross negligence''. (31) Would provide that a purchaser of a 
security given a rating by a nationally recognized statistical 
rating organization shall have the right to recover for damages 
only if the credit rating was grossly negligent based on the 
facts and circumstances available at the time the rating was 
issued and was a substantial factor in the investor's economic 
loss. (32) Would strike Section 7419 of the bill concerning 
custodial requirements for investment advisers. (33) Would 
require the Comptroller General to include in the study the 
feasibility of providing an optional additional level of 
insurance for Securities Investor Protection Corporation 
protection. (34) Would double the funding for the Senior 
Investment Protection grant program established in the bill, 
and increase the maximum amount for grants under the program. 
(35) Would include geographic disparities in access and cost of 
insurance products in a study on modernization and improvement 
of insurance regulation in the United States. (36) Would amend 
Section 104(a) of the Helping Families Save Their Homes Act (PL 
111-22) to require the Comptroller of Currency, in coordination 
with the Director of Thrift Supervision, to issue its mortgage 
metrics data by state. (38) Would serve as a substitute for 
Section 1109 of the bill. Would cap the FDIC's guarantee 
authority at $500 billion under a debt guarantee program, limit 
the financial institutions that may participate, empower the 
FDIC to push a defaulting borrower into bankruptcy or 
receivership (whichever is applicable), repeal the FDIC's 
existing systemic risk authority but restore it if the new 
authority sunsets, reorder in bankruptcy the FDIC's claim on 
the assets of a borrower that has issued debt guaranteed under 
this section, authorize the FDIC to demand the pledge of 
collateral in return for any guarantee, ensure that the 
guarantee fees collected on a guarantee program shall be 
actuarially sufficient to cover losses, clarify that any back-
up special assessment to cover losses on the program would be 
imposed solely on participants in the program, permit the FDIC 
to require warrants for assistance provided under this section 
or Section 1604 (Resolution Authority) and limit the 
application of executive compensation rules under Resolution 
Authority to times when the FDIC has borrowed from the Treasury 
under Section 1609(o). (39) Would amend Section 1255, 
Requirement for Countercyclical Capital Requirement, by 
striking ``may decrease'' and inserting ``decreases'' on page 
204, line 14. (40) Would enhance the ability of nonbank 
institutions to comply with the regulatory efforts of the 
Consumer Financial Products Agency, bring needed fairness to 
the regulatory processes desired by Congress, and better focus 
regulatory efforts on nonbank products and practices. (41) 
Would provide an exemption for any retailers and other non-
financial firms subject to the Consumer Financial Protection 
Agency Act. (42) Would make a number of technical 
clarifications to the amendments to the Federal Trade 
Commission's rulemaking procedure for unfair or deceptive acts 
or practices, to more closely conform with the Administrative 
Procedure Act. (43) Would clarify that any losses on loan 
guarantees for solvent institutions are paid solely by loan 
guarantee program participants. (44) Would add the head of the 
CFPA to the Financial Services Oversight Council and clarifies 
that prudential standards promulgated under the Financial 
Stability Improvement Act of 2009 do not supersede state or 
federal consumer protection standards. (45) Would clarify the 
authority of the Public Company Accounting Oversight Board to 
inspect the auditors of broker dealers and requires rule making 
thereon. (46) Would apply the current 10% deposit cap on 
interstate acquisitions to thrift acquisitions. (47) Would make 
technical changes to clarify that the Federal Trade Commission 
(FTC) retains enforcement authority with regard to the 
enumerated statutes transferred to the new Consumer Financial 
Protection Agency (CFPA), to provide for CFPA consultation with 
FTC in certain areas in which FTC has expertise, and to clarify 
other provisions. (48) Would establish a definitive deadline 
for concluding disapproval proceedings. Whereas the current 
standard is that disapproval proceedings must be concluded 
within 180 days after publication of the notice of a proposed 
rule change in the Federal Register, the proposed revisions 
would instead specify 200 days after a proper filing. 
Accordingly, the SEC would not be able to hold a filing from 
publication indefinitely to avoid triggering disapproval 
proceedings. (49) Would clarify that the extension of credit 
and collection of debt as defined in the merchants' exclusion 
of Title V is not a financial product or service. (50) Would 
clarify the definition of financial data processing in Title V, 
and establishes that a person is not engaged in ``financial 
activity'' if they are providing ``interactive computer 
service'' as defined by the Communications Act of 1934. (51) 
Would clarify that federal financial regulatory agencies have 
broad authority to impose and enforce stricter standards with 
respect to firms they regulate to mitigate systemic risk. (30 
minutes)
    2. Sessions (TX): Would strike provisions which create a 
new private right of action against credit rating agencies; the 
amendment contains enforcement of credit rating agencies to the 
SEC (current practice). (10 minutes)
    3. Peterson (MN), Frank (MA): The amendment provides for 
position limits for physical commodities, clearing of over-the-
counter transactions, increased transparency, reporting, and 
recordkeeping, and transparency of offshore trading. It also 
addresses jurisdictional issues in the context of swaps by 
providing for CFTC jurisdiction over swaps and SEC jurisdiction 
over swaps that are primarily based on securities (or narrow 
based security indexes). These two agencies are required to 
consult with each other and with banking regulators before 
regulating. The amendment further requires a swap to be cleared 
if a clearing agency or organization will accept the swap for 
clearing, and the CFTC or SEC has determined that clearing is 
mandatory for such swap. Clearing is not required if one of the 
counterparties is not a swap dealer or major swap participant 
and can demonstrate business or risk management practices for 
non-cleared swaps. Swaps that must be cleared must also be 
traded on exchange or on a swap execution facility or ``SEF'', 
unless there is no exchange or SEF that will list the swap. A 
SEF is a facility for execution or trading of swaps such as an 
electronic trade execution facility. Voice brokers are still 
permitted to enter and execute swaps subject to the clearing 
requirement, so long as they process the swap though a 
regulated exchange or SEF. Uncleared swaps must be reported to 
a swap repository or to the regulator. The amendment requires 
swap dealers and major participants to maintain capital 
appropriate to the risk associated with the non-cleared swaps 
being held as a dealer or major participant. Dealers and major 
participants must also meet margin requirements to help ensure 
their own safety and soundness, and which are appropriate for 
the risk associated with the non-cleared swaps they hold as a 
dealer or major participant. Dealers must also segregate funds 
or property associated with an uncleared swap at their 
counterparties' request.
    The amendment requires the CFTC to establish position 
limits on swaps that perform a significant price discovery 
function and require aggregate limits across markets. It 
further requires the CFTC to establish position limits on 
futures transactions for physically deliverable commodities 
that are applicable to spot month, each month, and all months 
aggregated, and to hold hearings on such position limits. The 
CFTC is also authorized to provide exemptions to position 
limits. The amendment also requires Foreign Boards of Trade to 
meet certain standards of comparability to the requirements 
applicable to U.S. boards of trade and provides legal certainty 
for certain contracts traded on or through a foreign board of 
trade. The amendment also clarifies CFTC jurisdiction with 
respect to certain retail commodity transactions. (30 minutes)
    4. Peterson (MN): Would provide that the CFTC would define 
the terms ``Commercial Risk'', ``operating risk'', and 
``balance sheet risk'' for purposes of the Commodity Exchange 
Act (10 minutes)
    5. Lynch (MA): Would provide rules toward the equitable 
governance of clearing houses and swap exchange facilities. (10 
minutes)
    6. Murphy, Scott (NY), McMahon (NY), Kratovil (MD): Would 
replace the current definition of Major Swap Participant with 
the definition that was reported out of the House Agriculture 
Committee. (10 minutes)
    7. Frank (MA): Would create authority for the prudential 
regulators, the CFTC and the SEC, to set margin in swap and 
security-based swap transactions involving end users. (10 
minutes)
    8. Stupak (MI), Van Hollen, Chris (MD): Would require 
transparency in swaps contracts by requiring all non-cleared 
swaps be executed on a registered swap execution facility. (10 
minutes)
    9. Stupak (MI), DeLauro (CT), Larson, John (CT), Van 
Hollen, Chris (MD): Would allow the Commodity Futures Trading 
Commission and the Securities and Exchange Commission the 
authority to ban abusive swaps, amends any proposed commercial 
risk definition to disregard balance sheet risk, and maintains 
any illegal swap entered into after enactment of this Act will 
not be valid. (10 minutes)
    10. Matsui (CA), Sutton (OH), Castor (FL): Would require 
any mortgage servicer or lender participating in the Making 
Home Affordable Program, to report to the Department of 
Treasury on a monthly basis. The Department shall make such a 
report available on their website within two weeks of receiving 
such information for public viewing. The report to Treasury 
shall include, but not limited to the following, with respect 
to the Making Home Affordable Plan: (A) the number of loan 
modification requests received; (B) number of loan modification 
requests being processed; (C) the number of loan modification 
requests that have been approved; (D) the number of loan 
modification requests that have been denied. The amendment 
gives the Secretary of Treasury authority to publicly release 
any other relevant data the Secretary deems necessary. (10 
minutes)
    11. Paulsen (MN): Would clarify that the non-voting members 
of the systemic risk council shall not be excluded from 
participating in any of the Council's proceedings, meetings, 
discussions, and deliberations. (10 minutes)
    12. Kanjorski (PA), Frank (MA), Sarbanes (MD), Cohen (TN): 
Would strike the provisions exempting public companies with 
less than $75 million in market capitalization from the 
requirements of the Sarbanes-Oxley Act related to the external 
audit of internal controls. (10 minutes)
    13. Marshall (GA): Would provide that no private right of 
action may brought forward based on any provision of the 
Consumer Financial Protection Agency title. (10 minutes)
    14. McCarthy, Kevin (CA): Would strike section 6012 
(relating to ``Effect of Rule 436(G)''). The amendment would 
strike increased liability language that would be a barrier to 
entry, inhibiting increased competition in the rating agency 
market. (10 minutes)
    15. Cohen (TN), Frank (MA): Would strike language that 
would permit FINRA to regulate investment advisers that are 
associated with broker dealers. (10 minutes)
    16. Peters (MI): Would authorize the FDIC to make 
assessments for the Systemic Dissolution Fund used to repay any 
shortfalls in Troubled Asset Relief Program (TARP) to ensure 
that such shortfalls do not add to the deficit or national 
debt. (10 minutes)
    17. Watt (NC): Would revise the exclusion for auto dealers 
under the Consumer Financial Protection Agency Act by 
clarifying what auto dealer activities are excepted. (10 
minutes)
    18. Frank (MA), Kanjorski (PA): Would aim to stem the 
unintended consequences resulting from the definitional change 
of NRSRO from ``Nationally Recognized Statistical Rating 
Organization to ``Nationally Registered Statistical Rating 
Organization.'' Section 6005 creates inconsistencies in the 
securities laws as it amends the definition only in the 1933 
and 1934 Acts and it has potential impact on state rules and 
regulations requiring a change of state level statute. (10 
minutes)
    19. Conyers (MI), Turner (OH), Lofgren (CA), Marshall (GA), 
Waters (CA), Cohen (TN), Miller, Brad (NC), Delahunt (MA), 
Nadler (NY), Fudge (OH): Would allow bankruptcy courts to 
extend repayment periods, reduce excessive interest rates and 
fees, and adjust the principal balance of the mortgage to a 
home's fair market value as necessary to prevent foreclosure 
and revised to allow the VA, FHA, and RHS to take steps to 
facilitate mortgage modifications. The amendment is 
substantively identical to title I, subtitle A and sections 
121-123 of subtitle B of H.R. 1106 (Helping Families Save Their 
Homes Act of 2009), which passed the House on March 5, 2009. 
(10 minutes)
    20. Burgess (TX): Would strike the word ``orderliness'' 
from the list of items the Financial Services Oversight Council 
must advise Congress on how to improve financial regulatory 
developments. (10 minutes)
    21. Burgess (TX): Would index to inflation any mitigatory 
action imposed by the Financial Services Oversight Council 
involving the sale, divestiture or transfer of more than $10 
billion in total assets by a financial holding company subject 
to stricter standards. (10 minutes)
    22. Burgess (TX): Would require the Federal Reserve to 
define by rule or regulation the term `significantly 
undercapitalized' at a threshold the Fed determines to be 
prudent for the effective monitoring, management and oversight 
of the financial system. (10 minutes)
    23. Burgess (TX): Would set an outer time limit of two 
years to the amount of time the GAO can use to audit the 
Federal Reserve. (10 minutes)
    24. Burgess (TX): Would remove from the GAO study of the 
SEC's ``revolving door'' the requirement to determine if 
employees of the SEC who are later employed by financial 
institutions ``have engaged in information sharing''. (10 
minutes)
    25. Herseth Sandlin (SD): Would direct the SEC to take into 
account the relative risk profile of different classes of funds 
when it is developing the new registration regime for private 
funds. (10 minutes)
    26. Garrett (NJ): Would allow rating agency firms to 
deregister as Nationally Recognized Statistical Rating 
Organizations (NRSRO), provided such NRSRO certifies that it 
received less than $250 million during its last full fiscal 
year in compensation for providing credit ratings on securities 
and money market instruments issued in the U.S. (10 minutes)
    27. Dent (PA): Would state a sense of Congress that 
mortgage lenders should provide loan applicants with a 
simplified summary of their loan contracts, including an easy-
to-read list of the basic loan terms, payment information, the 
existence of prepayment penalties or balloon payments, and 
escrow information. (10 minutes)
    28. Moore, Dennis (KS), Garrett (NJ): Would specify only 
the tax policies, licensing and other regulatory requirements 
of the home state of the policyholder govern a surplus lines 
transaction, as well as allows sophisticated commercial 
entities direct access to the surplus lines market. The 
amendment also prohibits states from voiding established, 
contractual arbitration agreements between reinsurers and 
primary companies. (10 minutes)
    29. Wittman (VA): Would amend various banking laws to 
clarify the applicability of exceptions to allow banks to 
announce, advertise, publicize, and/or deal in any lottery that 
benefits nonprofit tax-exempt organizations. (10 minutes)
    30. Minnick (ID): Would define unfair, deceptive, or 
abusive acts or practices that would be determined by the CFPA. 
(10 minutes)
    31. Bartlett (MD): Would provide for State loan originator 
supervisory authority to review and grant exceptions on a case 
by case basis to the mortgage originators lifetime ban. (10 
minutes)
    32. Schakowsky (IL), Titus (NV): Would provide the Director 
of the Consumer Financial Protection Agency with authority to 
issue regulations for reverse mortgage transactions within one 
year of enactment. It would clarify the Director's authority to 
consider additional consumer protections under both consumer 
protection statutes and HUD regulations. (10 minutes)
    33. Kilroy (OH): Would make explicit that financing for the 
Systemic Dissolution Fund would come exclusively from 
assessments on industry, without recourse to the American 
taxpayer. (10 minutes)
    34. Murphy, Scott (NY): Would repeal a prohibition on the 
payment of interest on business checking accounts. (10 minutes)
    35. Minnick (ID), Schock (IL), Shuler (NC), Castle (DE), 
Childers (MS), Campbell (CA), Markey, Betsy (CO), Reichert 
(WA), Teague (NM), Bright (AL), Boren (OK), Griffith (AL): 
Would create a Consumer Financial Protection Council (CFPC) of 
regulators with rule-writing authority in safety and soundness 
of institutions and consumer protections regarding all 
financial products. The CFPC is comprised of 12 members 
including the Secretary of Treasury, Secretary of Housing and 
Urban Development, the Chairman of the Federal Reserve, the 
chairman of the CFTC and SEC, among other federal and state 
regulators. (20 minutes)
    36. Bachus (AL), Biggert (IL), Capito (WV), Hensarling 
(TX), Garrett (NJ), Neugebauer (TX): Would provide an 
alternative bill that establishes a new chapter of the 
bankruptcy code to resolve certain non-bank financial 
institutions; creates a consumer protection council comprised 
of existing Federal regulators to revise and promulgate model 
regulations to enhance consumer protection and improve 
disclosure; strengthens anti-fraud provisions; regulates over-
the-counter derivatives markets; addresses executive 
compensation; removes statutory reliance on credit ratings; 
reforms the Government Sponsored Enterprises (Fannie Mae and 
Freddie Mac); and creates a Federal Insurance Office. (30 
minutes)

               TEXT OF THE AMENDMENTS TO BE MADE IN ORDER

   1. An Amendment To Be Offered by Representative Frank, Barney of 
        Massachusetts or His Designee, Debatable for 30 Minutes

  Page 1, line 4, strike ``The'' before ``Wall Street''.
  Page 13, line 6, insert ``(hereafter in this title referred 
to as a `foreign financial parent') after'' after ``United 
States''.
  Page 13, beginning on line 14, strike ``of a company'' and 
all that follows through ``United States'' on line 16.
  Page 15, after line 11, insert the following new clause (and 
redesignate subsequent clauses appropriately):
                          (iv) after the date on which the 
                        functions of the Office of Thrift 
                        Supervision are transferred under 
                        subtitle C, any savings and loan 
                        holding company (as defined in section 
                        10(a)(1)(D) of the Home Owners' Loan 
                        Act) and any subsidiary (as such term 
                        is defined in the Bank Holding Company 
                        Act of 1956) of such company, other 
                        than a subsidiary that is described in 
                        any other subparagraph of this 
                        paragraph, to the extent that the 
                        subsidiary is engaged in an activity 
                        described in such subparagraph;
  Page 15, line 25, strike ``a'' and insert ``any''.
  Page 17, after line 6, insert the following new clause (and 
redesignate subsequent clauses appropriately):
                          (v) a securities-based swap execution 
                        facility that is registered with the 
                        Securities and Exchange Commission 
                        under the Securities Exchange Act of 
                        1934 (15 U.S.C. 78a et seq.);''
  Page 21, line 11, strike ``to pursuant'' and insert 
``pursuant''.
  Page 21, after line 21, insert the following new 
subparagraph:
                  (J) The head of the Consumer Financial 
                Protection Agency.
  Page 21, after line 23, insert the following (and redesignate 
succeeding paragraphs accordingly):
                  (A) The Director of the Federal Insurance 
                Office.
  Page 23, line 4, strike ``plans'' and insert ``strategies''.
  Page 23, line 5, strike ``plans'' and insert ``strategies''.
  Page 23, line 6, insert after the period the following new 
sentence: ``In doing so, the Council shall collaborate with 
participants in the financial sector, financial sector 
coordinating councils, and any other parties the Council 
determines to be appropriate.''.
  Page 24, beginning on line 23, strike ``another dispute 
mechanism specifically has been provided under Federal law'' 
and insert ``a dispute mechanism specifically has been provided 
under section 4204 or title III''.
  Page 28, line 24, strike ``plans'' and insert ``strategies''.
  Page 29, line 2, strike ``plans'' and insert ``strategies''.
  Page 32, strike line 22 and all that follows through page 33, 
line 7.
  Page 34, after line 22, insert the following new paragraph:
          (3) Mitigation requirements in case of foreign 
        financial parents.--Before requiring the submission of 
        reports from a company that is a foreign financial 
        parent, the Council or the Board shall, to the extent 
        appropriate, coordinate with any appropriate foreign 
        regulator of such company and any appropriate 
        multilateral organization and, whenever possible, rely 
        on information already being collected by such foreign 
        regulator or multilateral organizational with English 
        translation.
  Page 35, line 1, insert after ``entities'' the following: 
``(including the Federal Insurance Office)''.
  Page 37, line 12, insert ``; agency 
authority'' before the period.
  Page 37, strike lines 17 and 18, and insert the following:
  (b) Agency Authority to Implement Standards.--
          (1) In general.--A Federal financial regulatory 
        agency specifically
  Page 37, line 19, strike ``is authorized to'' and insert 
``may, in response to a Council recommendation under this 
section or otherwise,''.
  Page 38, after line 4, insert the following new paragraph:
          (2) Applying standards to foreign financial 
        parents.--In applying standards under paragraph (1) to 
        any foreign financial parent, or to any branch of, 
        subsidiary of, or other operating entity related to 
        such foreign financial parent that operates within the 
        United States, the Federal financial regulatory agency 
        shall--
                  (A) give due regard to the principles of 
                national treatment and equality of competitive 
                opportunity; and
                  (B) take into account the extent to which the 
                foreign financial parent is subject to 
                comparable standards on a consolidated basis in 
                the home country of such foreign financial 
                parent that are administered by a comparable 
                foreign supervisory authority.
  Page 38, line 22, after ``such company,'' insert the 
following: ``and, in the case of a financial holding company 
subject to stricter standards that is an insurance company, the 
Federal Insurance Office,''.
  Page 39, strike line 11 and all that follows through line 15 
(and redesignate subsequent paragraphs accordingly).
  Page 39, after line 25, insert the following new paragraphs 
(and redesignate subsequent paragraphs accordingly):
          (5) The company's importance as a source of credit 
        for low-income, minority, or underserved communities 
        and the impact the failure of such company would have 
        on the availability of credit in such communities.
          (6) The extent to which assets are simply managed and 
        not owned by the financial company and the extent to 
        which ownership of assets under management is diffuse.
  Page 40, line 5, insert before the period the following: 
``or, in the case of a foreign financial parent, the extent to 
which such foreign parent is subject to prudential standards on 
a consolidated basis in the home country of such financial 
parent that are administered and enforced by a comparable 
foreign supervisory authority''.
  Page 40, after line 5, insert the following new paragraphs 
(and redesignate the subsequent paragraph accordingly):
          (8) The amount and nature of the company's financial 
        assets.
          (9) The amount and nature of the company's 
        liabilities, including the degree of reliance on short-
        term funding.
  Page 41, strike line 10 and all that follows through line 19 
(and redesignate subsequent subsections accordingly).
  Page 42, strike line 9 and all that follows through page 44, 
line 10, and insert the following new paragraphs:
          (1) Application of federal laws.--
                  (A) Application of bank holding company act 
                and federal deposit insurance act.--A financial 
                company subject to stricter standards that does 
                not own a bank (as defined in section 2 of the 
                Bank Holding Company Act of 1956) and that is 
                not a foreign bank or company that is treated 
                as a bank holding company under section 8 of 
                the International Banking Act of 1978 shall be 
                subject to section 4, subsections (b), (c), 
                (d), (e), (f), and (g) of section 5, and 
                section 8 of the Bank Holding Company Act of 
                1956, and section 8 of the Federal Deposit 
                Insurance Act in the same manner and to the 
                same extent as if such financial holding 
                company subject to stricter standards were a 
                bank holding company that has elected to be a 
                financial holding company (as such terms are 
                defined in the Bank Holding Company Act of 
                1956), its subsidiaries were subsidiaries of a 
                bank holding company, and the Board was its 
                appropriate Federal banking agency (as such 
                term is defined under the Federal Deposit 
                Insurance Act).
                  (B) Board authority.--For purposes of 
                administering and enforcing the provisions of 
                this title, the Board may take any action with 
                respect to a financial holding company subject 
                to stricter standards described in subparagraph 
                (A) or its subsidiaries under the authorities 
                described in subparagraph (A) as if such 
                financial holding company subject to stricter 
                standards were a bank holding company that has 
                elected to be a financial holding company (as 
                such terms are defined in the Bank Holding 
                Company Act of 1956), its subsidiaries were 
                subsidiaries of a bank holding company, and the 
                Board was its appropriate Federal banking 
                agency (as such term is defined under the 
                Federal Deposit Insurance Act).
          (2) Application of activity restrictions and section 
        6 holding company requirements.--
                  (A) In general.--Except as provided in 
                subparagraphs (B) and (C)--
                          (i) a financial holding company 
                        subject to stricter standards that 
                        conducts activities that do not comply 
                        with section 4 of the Bank Holding 
                        Company Act shall be required to 
                        establish or designate a section 6 
                        holding company in accordance with 
                        section 6 of the Bank Holding Company 
                        Act of 1956 through which it conducts 
                        activities of the company that are 
                        determined to be financial in nature or 
                        incidental thereto under section 4(k) 
                        of the such Act; and
                          (ii) such section 6 holding company 
                        shall be the financial holding company 
                        subject to stricter standards for 
                        purposes of this title.
                  (B) Exceptions from section 6 holding company 
                requirements.--
                          (i) General requirement for board to 
                        consider exceptions.--Before such time 
                        as a financial holding company subject 
                        to stricter standards is required to 
                        establish or designate a section 6 
                        holding company under section 6 of the 
                        Bank Holding Company Act, and in 
                        consultation with the financial holding 
                        company subject to stricter standards 
                        and any appropriate Federal or State 
                        financial regulators (and, in the case 
                        of a financial holding company subject 
                        to stricter standards that is an 
                        insurance company, the Federal 
                        Insurance Office)--
                                  (I) the Board shall consider 
                                whether to grant any of the 
                                exemptions from the 
                                requirements applicable to 
                                section 6 holding companies 
                                under section 6(a)(6)(A) of the 
                                Bank Holding Company Act of 
                                1956, in accordance with that 
                                provision; and
                                  (II) the Board, at the 
                                request of a financial holding 
                                company subject to stricter 
                                standards that is predominantly 
                                engaged in activities that are 
                                determined to be financial in 
                                nature or incidental thereto 
                                under section 4(k) of the Bank 
                                Holding Company Act, shall 
                                consider whether to exempt the 
                                financial holding company 
                                subject to stricter standards 
                                from the requirement to 
                                establish a section 6 holding 
                                company, taking into 
                                consideration paragraph (2)(D), 
                                and the extent to which the 
                                exemption would: facilitate the 
                                extension of credit to 
                                individuals, households and 
                                businesses; improve efficiency 
                                or customer service or result 
                                in other public benefits; 
                                potentially threaten the safety 
                                and soundness of the financial 
                                holding company or any of its 
                                subsidiaries; potentially 
                                increase systemic risk or 
                                threaten the stability of the 
                                overall financial system; 
                                potentially result in unfair 
                                competition; and potentially 
                                have anticompetitive effects 
                                that would not be outweighed by 
                                public benefits.
                          (ii) Board determination not to 
                        exempt.--
                                  (I) In general.--If the Board 
                                determines not to exempt the 
                                financial holding company 
                                subject to stricter standards 
                                from the requirement to 
                                establish a section 6 holding 
                                company, the financial holding 
                                company subject to stricter 
                                standards shall establish a 
                                section 6 holding company 
                                within 90 days after the 
                                Board's determination.
                                  (II) Extension of period.--
                                The Board may extend the time 
                                by which the financial holding 
                                company subject to stricter 
                                standards is required to 
                                establish a section 6 holding 
                                company for an additional 
                                reasonable period of time, not 
                                to exceed 180 days.
                          (iii) Board determination to 
                        exempt.--
                                  (I) In general.--If the Board 
                                grants the requested exemption 
                                from the requirement to 
                                establish a section 6 holding 
                                company, the financial holding 
                                company subject to stricter 
                                standards shall at all times 
                                remain predominantly engaged in 
                                activities that are determined 
                                to be financial in nature or 
                                incidental thereto under 
                                section 4(k) of the Bank 
                                Holding Company Act of 1956, 
                                and shall be the financial 
                                holding company subject to 
                                stricter standards for purposes 
                                of this title.
                                  (II) Subsequent loss of 
                                exemption.--Upon a 
                                determination by the Board, in 
                                consultation with any relevant 
                                Federal or State regulators of 
                                the financial holding company 
                                subject to stricter standards, 
                                and, in the case of a financial 
                                holding company subject to 
                                stricter standards that is an 
                                insurance company, the Federal 
                                Insurance Office, that the 
                                financial holding company 
                                subject to stricter standards 
                                fails to comply with this 
                                subsection, the financial 
                                holding company subject to 
                                stricter standards shall lose 
                                the exemption from the section 
                                6 holding company requirement 
                                and shall establish a section 6 
                                holding company within the time 
                                periods described in clause 
                                (ii)(I).
                  (C) Activities conducted abroad.--Section 4 
                of the Bank Holding Company Act of 1956 shall 
                not apply to any activities that a foreign 
                financial holding company subject to stricter 
                standards conducts solely outside the United 
                States if such activities are conducted solely 
                by a company or other entity that is located 
                outside the United States.
                  (D) Flexible application.--In applying the 
                activity restrictions and ownership limitations 
                of section 4 of the Bank Holding Company Act of 
                1956 to financial holding companies subject to 
                stricter standards described in paragraph 
                (1)(A), the Board shall flexibly adapt such 
                requirements taking into account the usual and 
                customary practices in the business sector of 
                the financial company subject to stricter 
                standards so as to avoid unnecessary burden and 
                expense.
  Page 45, line 5, insert ``, as agent of the Council,'' after 
``Board''.
  Page 45, beginning on line 18, strike ``heightened'' and 
insert ``stricter''.
  Page 45, strike lines 21 and 22 and insert the following new 
clause (and redesignate subsequent clauses accordingly):
                          (i) risk-based capital requirements 
                        and leverage limits, unless the Board 
                        determines that such requirements are 
                        not appropriate for a financial holding 
                        company subject to stricter standards 
                        because of such company's activities 
                        (such as investment company activities 
                        or assets under management) or 
                        structure, in which case the Board 
                        shall apply other standards that result 
                        in appropriately stringent controls.
  Page 46, line 4, insert ``and'' after the semicolon.
  Page 46, line 6, strike ``; and'' and insert a period.
  Page 46, strike line 7 and all that follows through line 9.
  Page 46, line 12, insert ``short-term debt limits prescribed 
in accordance with subsection (d) and'' after ``include''.
  Page 46, line 17, after ``agencies'' insert the following: 
``and the federal insurance office''.
  Page 47, line 2, after the period insert the following: 
``With respect to a financial holding company subject to 
stricter standards that is an insurance company or any 
insurance company subsidiary of such a financial holding 
company subject to stricter standards, the Board shall also 
consult with the Federal Insurance Office.''.
  Page 47, strike line 3 and all that follows through line 5 
and insert the following:
          (3) Application of required standards.--In imposing 
        prudential standards under this section, the Board--
                  (A) may differentiate among financial
  Page 47, line 11, strike the period and insert ``; and''.
  Page 47, after line 11, insert the following new 
subparagraph:
                  (B) shall take into consideration whether and 
                to what extent a financial holding company 
                subject to stricter standards that is not a 
                bank holding company or treated as a bank 
                holding company owns or controls a depository 
                institution and shall adapt the prudential 
                standards applied to such company as 
                appropriate in light of any predominant line of 
                business of such company, including assets 
                under management or other activities for which 
                capital requirements are not appropriate.
  Page 47, beginning on line 20, strike ``financial companies'' 
and all that follows through ``own or control'' on line 22, and 
insert ``a foreign financial parent and to''.
  Page 47, beginning on line 23, strike ``that is a'' and all 
that follows through ``principle'' on line 25 and insert ``that 
is owned or controlled by a foreign financial parent, giving 
due regard to principles''.
  Page 48, beginning on line 2, strike ``such companies are 
subject'' and insert ``the foreign financial parent is subject 
on a consolidated basis''.
  Page 50, line 22, strike ``, as such entities are'' and 
insert ``as''.
  Page 51, line 13, before the period insert the following: 
``and, with respect to an insurance company, the Federal 
Insurance Office''.
  Page 54, line 14, insert before the period the following: 
``except as specifically provided in this title''.
  Page 54, line 19, insert before the period the following: 
``except as specifically provided in this title''.
  Page 55, line 14, strike ``shall'' and insert ``may.''
  Page 55, line 19, strike ``The'' and insert ``Any''.
  Page 56, strike line 20 and all that follows through line 25.
  Page 68, line 17, insert ``The Board, in determining whether 
to impose any requirement under this subparagraph that is 
likely to have a significant effect on a functionally regulated 
subsidiary, subsidiary depository institution, or insurance 
company subsidiary of a financial holding company subject to 
stricter standards, shall consult with the primary financial 
regulatory agency for such subsidiary. In the case of an 
insurance company subsidiary of a financial holding company 
subject to stricter standards, the Board shall consult with the 
Federal Insurance Office.'' after the period.
  Page 76, line 9, insert ``, after consultation with the 
primary financial regulatory agency for any functionally 
regulated subsidiary, subsidiary depository institution, or 
insurance company subsidiary that is likely to be significantly 
affected by such actions. In the case of an insurance company 
subsidiary of a financial holding company subject to stricter 
standards, the Board shall consult with the Federal Insurance 
Office'' before the period.
  Page 86, line 1, after ``standards'' insert the following: 
``(and, if the financial holding company subject to stricter 
standards is an insurance company, the Federal Insurance 
Office)''.
  Page 87, after line 5, insert the following new subsections:
  (j) Rule of Construction Regarding Consumer Protection 
Standards.--The prudential standards imposed or recommended by 
the Board or the Council under this section shall not be 
construed as superseding--
          (1) any consumer protection standards promulgated 
        under a State or Federal consumer protection law, 
        including the Consumer Financial Protection Agency Act 
        and the Federal Trade Commission Act; or
          (2) any investor protection standard that protects 
        consumers (including public reporting requirements) 
        imposed under State or Federal securities laws, 
        including the Securities Act of 1933, the Securities 
        Exchange Act of 1934, the Investment Company Act of 
        1944, and the Investment Advisors Act of 1944.
  (k) Rulemaking Authority.--The Board may prescribe such 
regulations and issue such orders as the Board, in consultation 
with the Council, determines to be necessary to carry out the 
provisions of this subtitle.
  Page 87, line 24, strike ``financial company subjected to 
stricter prudential'' and insert ``financial holding company 
subject to stricter''.
  Page 88, line 2, insert after the period the following: 
``With respect to any requirements under this section that is 
likely to have a significant effect on an insurance company, 
the Council shall consult with the Federal Insurance Office.''.
  Page 89, line 8, insert ``stricter'' after ``modifying the''.
  Page 90, line 14, insert ``holding'' after ``financial''.
  Page 90, line 15, strike ``prudential''.
  Page 90 line 16, strike ``financial company'' and insert 
``financial holding company subject to stricter standards''.
  Page 90, line 22, strike ``company subject to stricter 
prudential'' and insert ``holding company subject to 
stricter''.
  Page 92, line 20, strike ``subsection (e)(5)'' and insert 
``this section''.
  Page 93, line 1, strike ``(e)(5)'' and insert ``(e)(2)''.
  Page 96, line 18, insert ``, as agent of the Council,'' after 
``Board''.
  Page 97, line 4, insert after the period the following: 
``With respect to any standard that is likely to have a 
significant effect on insurance companies, the Board also shall 
consult with the Federal Insurance Office.''.
  Page 97, after line 16, insert the following new paragraph:
          (3) Exception.--The standards recommended by the 
        Board and adopted by a primary financial regulatory 
        agency pursuant to this section shall not apply to 
        activities that a foreign financial parent conducts 
        solely outside the United States if such activities are 
        conducted solely by a company or other operating entity 
        that is located outside the United States.
  Page 119, line 7, insert ``, after notice and opportunity for 
comment,'' after ``may''.
  Page 119, line 13, strike ``agency'' and insert ``Board''.
  Page 119, line 14, strike ``agency'' and insert ``Board''.
  Page 122, line 18, strike ``The authorities'' and insert the 
following:
  (a) Construction.--The authorities
  Page 123, after line 2, insert the following new subsection:
  (b) Agent Responsibilities.--For purposes of this subtitle, 
the term ``agent'' means the Board acting under section 1103(c) 
and coordinating with the Council in exercising authority under 
sections 1104 and 1107.
  Page 129, line 17, insert ``, and who shall coordinate with 
the Office of Thrift Supervision pursuant to section 1211'' 
before the period at the end.
  Page 131, after line 5, insert the following new subsection:
  (f) Effective Date.--Subsection (b) shall take effect on the 
date of the enactment of this Act .
  Page 132, after line 15, insert the following new paragraph:
          (4) Functions relating to supervision of savings and 
        loan holding companies.--
                  (A) Transfer of functions.--All functions of 
                the Director of the Office of Thrift 
                Supervision relating to the supervision and 
                regulation of Savings and Loan Holding 
                Companies are transferred to the Board.
                  (B) Board authority.--The Board shall succeed 
                to all powers, authorities, rights, and duties 
                that were vested in the Director of the Office 
                of Thrift Supervision under Federal law, 
                including the Home Owners' Loan Act, on the day 
                before the transfer date, relating to the 
                supervision and regulation of Savings and Loan 
                Holding Companies.
  Page 132, after line 24, insert the following new paragraph 
(and redesignate succeeding paragraphs accordingly):
          (2) in paragraph (2)(E), by striking ``and'' at the 
        end;
  Page 133, after line 2, insert the following new paragraph 
(and redesignate succeeding paragraphs accordingly):
          (4) after paragraph (2)(F), by inserting the 
        following new subparagraph:
                  ``(G) any savings and loan holding company 
                and any subsidiary of a savings and loan 
                holding company (other than a savings 
                association); and'';
  Page 147, line 21, insert ``and'' after the semicolon.
  Page 147, line 25, strike ``; and'' and insert a period.
  Page 148, strike line 1 and all that follows through line 3.
  Page 162, after line 6, insert the following new paragraphs 
(and redesignate succeeding paragraphs accordingly):
          (1) In subsection (a)--
                  (A) in paragraph (1)(A), by striking 
                ``Director'' and inserting ``Board'';
                  (B) in paragraph (1)(D), by striking clause 
                (i) and inserting: ``(i) In general.--.
                          ``(i) In general.--Except as provided 
                        in clause (ii), the term `savings and 
                        loan holding company' means any company 
                        that directly or indirectly controls a 
                        savings association or that controls 
                        any company that is a savings and loan 
                        holding company, and that is either--
                                  ``(I) a fraternal beneficiary 
                                society, as defined in section 
                                501(c)(8) of the Internal 
                                Revenue Code of 1986; or
                                  ``(II) a company that is, 
                                together with all of its 
                                affiliates on a consolidated 
                                basis, predominantly engaged in 
                                the business of insurance.'';
                  (C) in paragraph (1)(F), by striking 
                ``Director'' and inserting ``Board'';
                  (D) in paragraph (1), by inserting at the end 
                the following new subparagraph:
                  ``(K) Board.--The term `Board' means the 
                Board of Governors of the Federal Reserve 
                System.''.
                  (E) in paragraph (2)(D), by striking 
                ``Director'' and inserting ``Board'';
                  (F) in paragraph (3)(A), by striking 
                ``Director'' and inserting ``Board''; and
                  (G) in paragraph (4), by striking 
                ``Director'' and inserting ``Board''.
          (2) In subsection (b), by striking ``Director'' each 
        place it appears and inserting ``Board''.
          (3) In subsection (c)--
                  (A) in paragraph, (2)(F)(i)--
                          (i) by striking ``of Governors of the 
                        Federal Reserve System''; and
                          (ii) by striking ``Director'' and 
                        inserting ``Board'';
                  (B) in paragraph (2)(G), by striking 
                ``Director'' and inserting ``Board'';
                  (C) in paragraph (4)(A), by striking 
                ``Director'' and inserting ``Board'';
                  (D) in paragraph (4)(B)--
                          (i) in the heading, by striking 
                        ``director'' and inserting ``Board''; 
                        and
                          (ii) by striking ``the Director 
                        shall'' and inserting ``the Board 
                        shall'';
                  (E) in paragraph (4)(C)--
                          (i) in the heading, by striking 
                        ``director'' and inserting ``Board''; 
                        and
                          (ii) by striking ``the Director may'' 
                        and inserting ``the Board may'';
                  (F) in paragraph (5), by striking 
                ``Director'' and inserting ``Board'';
                  (G) in paragraph (6)(D)--
                          (i) in the heading, by striking 
                        ``director'' and inserting ``Board''; 
                        and
                          (ii) by striking ``Director'' each 
                        place it appears and inserting 
                        ``Board'';
                  (H) in paragraph (9)(A)(ii), by inserting ``, 
                but only if the conditions for engaging in 
                expanded financial activities set forth in 
                section 4(l) of the Bank Holding Company Act of 
                1956 have been met'' after ``1956''; and
                  (I) in paragraph (9)(E), by striking 
                ``Director'' each place it appears and 
                inserting ``Board''.
          (4) In subsection (e)--
                  (A) in paragraph (1)(A)--
                          (i) in clause (i), by striking 
                        ``Director'' and inserting ``Board'';
                          (ii) in clause (ii), by striking 
                        ``Director'' and inserting ``Board'';
                          (iii) in clause (iii), by striking 
                        ``Director'' each place it appears and 
                        inserting ``Board''; and
                          (iv) in clause (iv), by striking 
                        ``Director'' each place it appears and 
                        inserting ``Board'';
                  (B) in paragraph (1)(B), by striking 
                ``Director'' each place it appears and 
                inserting ``Board'';
                  (C) in paragraph (2), by striking 
                ``Director'' each place it appears and 
                inserting ``Board'';
                  (D) in paragraph (3), by striking 
                ``Director'' and inserting ``Board'';
                  (E) in paragraph (4)(A), by striking 
                ``Director'' and inserting ``Board''; and
                  (F) in paragraph (5), by striking 
                ``Director'' each place it appears and 
                inserting ``Board''.
          (5) In subsection (f), by striking ``Director'' each 
        place it appears and inserting ``Board''.
          (6) In subsection (g), by striking ``Director'' each 
        place it appears and inserting ``Board''.
          (7) In subsection (h)--
                  (A) in paragraph (2), by striking 
                ``Director'' and inserting ``Board''; and
                  (B) in paragraph (3), by striking 
                ``Director'' and inserting ``Board''.
          (8) In subsection (i)--
                  (A) in paragraph (1)(A), by striking 
                ``Director'' and inserting ``Board'';
                  (B) in paragraph (2)(B), by striking 
                ``Director'' and inserting ``Board'';
                  (C) in paragraph (2)(F), by striking 
                ``Director'' and inserting ``Board'';
                  (D) in paragraph (3)(B), by striking 
                ``Director'' and inserting ``Board'';
                  (E) in paragraph (3)(F), by striking 
                ``Director'' and inserting ``Board'';
                  (F) in paragraph (4), by striking 
                ``Director'' and inserting ``Board''; and
                  (G) in paragraph (5), by striking 
                ``Director'' and inserting ``Board''.
          (9) In subsection (j), by striking ``Director'' each 
        place it appears and inserting ``Board''.
          (10) In subsection (l)--
                  (A) in paragraph (1), by striking 
                ``Director'' and inserting ``Board, in 
                consultation with the Comptroller of the 
                Currency,''; and
                  (B) in paragraph (2), by striking 
                ``Director'' and inserting ``Board, in 
                consultation with the Comptroller of the 
                Currency,''.
  Page 166, after line 18 insert the following:
          (13) In subsections (p), (q), (r), and (s), by 
        striking ``Director'' each place it appears and 
        inserting ``Board''.
  Page 169, strike lines 1 through 4 and insert the following:
          ``(7) Valuation.--
                  ``(A) In general.--The Board shall consider 
                waived dividends in determining an appropriate 
                exchange ratio in the event of a full 
                conversion to stock form.
                  ``(B) Exception.--In the case of a savings 
                association which has reorganized into a mutual 
                thrift holding company under section 10(b) of 
                the Home Owners' Loan Act and has issued 
                minority stock either from its mid-tier stock 
                holding company or its subsidiary stock savings 
                association prior to December 1, 2009, the 
                Board shall not consider waived dividends in 
                determining an appropriate exchange ratio in 
                the event of a full conversion to stock 
                form.''.
  Page 204, line 14, strike ``may decrease'' and insert 
``decreases''.
  Page 204, beginning on line 23, strike ``, on a consolidated 
basis,'' and insert ``a fraternal beneficiary society, as 
defined in section 501(c)(8) of the Internal Revenue Code of 
1986, or a company that is, together with all of its affiliates 
on a consolidated basis,''.
  Page 205, beginning on line 4, strike ``, on a consolidated 
basis,'' and insert ``a fraternal beneficiary society, as 
defined in section 501(c)(8) of the Internal Revenue Code of 
1986, or a company that is, together with all of its affiliates 
on a consolidated basis,''.
  Page 205, after line 13, insert the following new section:

SEC. 1257. EFFECTIVE DATE.

  Except as otherwise provided in this subtitle, the amendments 
made by sections 1221 through section 1253 and 1256 and 
subsections (a), (b), and (c)(1) of section 1254 shall take 
effect on the transfer date.
  Page 207, line 6, strike ``, on a consolidated basis,'' and 
insert ``a fraternal beneficiary society, as defined in section 
501(c)(8) of the Internal Revenue Code of 1986, or a company 
that is, together with all of its affiliates on a consolidated 
basis,''.
  Page 207, strike line 9, and insert the following:
                  (B) in subparagraph (F)(i), by inserting 
                before the semicolon the following: ``, 
                including issuing credit cards and other credit 
                devices (including virtual or intangible 
                devices) that function as credit cards'';
                  (C) in subparagraph (F)(v), by inserting 
                before the semicolon the following: ``, other 
                than loans that otherwise meet the requirements 
                of this subparagraph and are made to businesses 
                that meet the criteria for a small business 
                concern to be eligible for business loans under 
                regulations established by the Small Business 
                Administration under part 121 of title 13, Code 
                of Federal Regulations''; and
                  (D) by striking subparagraph (H) and 
                inserting the following:
                  ``(H) An industrial loan company, industrial 
                bank, or other similar institution which--
                          ``(i) is an institution organized 
                        under the laws of a State which, on 
                        March 5, 1987, had in effect or had 
                        under consideration in such State's 
                        legislature a statute which required or 
                        would require such institution to 
                        obtain insurance under the Federal 
                        Deposit Insurance Act;
                          ``(ii) either--
                                  ``(I) does not accept demand 
                                deposits that the depositor may 
                                withdraw by check or similar 
                                means for payment to third 
                                parties;
                                  ``(II) has total assets of 
                                less than $100,000,000; or
                                  ``(III) the control of which 
                                is not acquired by any company 
                                after August 10, 1987;
                          ``(iii) predominantly provides 
                        financial products and services to 
                        current and former members of the 
                        military and their families; and
                          ``(iv) is controlled by a savings and 
                        loan holding company, as defined in 
                        section 10(a) of the Home Owners' Loan 
                        Act.
                This subparagraph shall cease to apply to any 
                institution which permits any overdraft 
                (including any intraday overdraft), or which 
                incurs any such overdraft in such institution's 
                account at a Federal Reserve bank, on behalf of 
                an affiliate, if such overdraft is not the 
                result of an inadvertent computer or accounting 
                error that is beyond the control of both the 
                institution and the affiliate, or that is 
                otherwise permissible for a bank controlled by 
                a company described in section 1843(f)(1) of 
                this title.''; and
  Page 208, strike line 10 and all that follows through page 
209, line 7, and insert the following:
                          ``(ii) conduct all such activities 
                        which are permissible for a financial 
                        holding company, as determined under 
                        section 4(k), through such section 6 
                        holding company, other than--
                                  ``(I) internal financial 
                                activities conducted for such 
                                company or any affiliate, 
                                including, but not limited to 
                                internal treasury, investment, 
                                and employee benefit functions, 
                                provided that with respect to 
                                any internal financial activity 
                                engaged in for the company or 
                                an affiliate and a nonaffiliate 
                                during the year prior to date 
                                of enactment, the company (or 
                                an affiliate not a subsidiary 
                                of the section 6 company) may 
                                continue to engage in that 
                                activity so long as the at 
                                least two-thirds of the assets 
                                or two-thirds of the revenues 
                                generated from the activity are 
                                from or attributable to the 
                                company or an affiliate, 
                                subject to review by the Board 
                                to determine whether engaging 
                                in such activity presents undue 
                                risk to the section 6 company 
                                or undue systemic risk; and
                                  ``(II) financial activities 
                                involving the provision of 
                                credit for the purchase or 
                                lease of products or services 
                                from an affiliate or for the 
                                purchase or lease of products 
                                produced by an affiliate of 
                                such section 6 holding company 
                                that is not a subsidiary of 
                                such section six holding 
                                company, in accordance with 
                                regulations prescribed by or 
                                orders issued by the Board, 
                                pursuant to section 6 of this 
                                Act.''; and
  Page 209, strike line 15 and all that follows through page 
210, line 14 and insert the following:
                          ``(i) on the date of enactment of the 
                        Financial Stability Improvement Act of 
                        2009, a unitary savings and loan 
                        holding company that continues to 
                        control not fewer than one savings 
                        association that it controlled on May 
                        4, 1999, or that it acquired pursuant 
                        to an application pending before the 
                        Office of Thrift Supervision on or 
                        before that date, and that became a 
                        bank for purposes of the Bank Holding 
                        Company Act as a result of the 
                        enactment of section 1301(a)(3) of the 
                        Financial Stability Improvement Act 
                        2009; or''.
  Page 210, line 19, strike ``1301(a)(3)(B)'' and insert 
``1301(a)(4)(B)''.
  Page 220, after line 25, insert the following:
          ``(8) Unitary savings and loan holding company 
        defined.--For purposes of this subsection, the term 
        `unitary savings and loan holding company' means a 
        company that was a savings and loan holding company on 
        May 4, 1999 (as then defined), or that became a savings 
        and loan holding company pursuant to an application 
        pending before the Office of Thrift Supervision on or 
        before that date, and--
                  ``(A) that controls--
                          ``(i) only 1 savings association; or
                          ``(ii) more than 1 savings 
                        association, if all, or all but 1, of 
                        the savings association subsidiaries of 
                        such company were initially acquired by 
                        the company pursuant to a supervisory 
                        transaction under section 1823(c), 
                        1823(i), or 1823(k) of this title, or 
                        section 408(m) of the National Housing 
                        Act (12 U.S.C. 1730a(m));
                  ``(B) all of the savings association 
                subsidiaries of such company are qualified 
                thrift lenders (as determined under section 10 
                of the Home Owners' Loan Act); and
                  ``(C) that continues to control not fewer 
                than 1 savings association that it controlled 
                on May 4, 1999, or that it acquired pursuant to 
                an application pending before the Office of 
                Thrift Supervision on or before that date.''.
  Page 220, after line 25, insert the following:
          (8) Unitary savings and loan holding company 
        defined.--Solely for purposes of this subsection, the 
        term ``unitary savings and loan holding company'' means 
        a company that was a savings and loan holding company 
        on May 4, 1999 (as then defined), or that became a 
        savings and loan holding company pursuant to an 
        application pending before the Office of Thrift 
        Supervision on or before that date, and--
                  (A) that controls --
                          (i) only 1 savings association; or
                          (ii) more than 1 savings association, 
                        if all, or all but 1, of the savings 
                        association subsidiaries of such 
                        company were initially acquired by the 
                        company pursuant to a supervisory 
                        transaction under section 1823(c), 
                        1823(i), or 1823(k) of this title, or 
                        section 408(m) of the National Housing 
                        Act (12 U.S.C. 1730a(m));
                  (B) all of the savings association 
                subsidiaries of such company are qualified 
                thrift lenders (as determined under section 10 
                of the Home Owners' Loan Act); and
                  (C) that continues to control not fewer than 
                1 savings association that it controlled on May 
                4, 1999, or that it acquired pursuant to an 
                application pending before the Office of Thrift 
                Supervision on or before that date.
  Page 222, line 18, strike ``subtitle B'' and insert ``section 
1103''.
  Page 223, strike line 15 and all that follows through page 
224, line 11 and insert the following:
                  (B) A company that is required to form a 
                section a section 6 holding company shall 
                conduct all such activities which are 
                permissible for a financial holding company, as 
                determined under section 4(k), through such 
                section 6 holding company, other than--
                          (i) internal financial activities 
                        conducted for such company or any 
                        affiliate, including, but not limited 
                        to internal treasury, investment, and 
                        employee benefit functions, provided 
                        that with respect to any internal 
                        financial activity engaged in for the 
                        company or an affiliate and a 
                        nonaffiliate during the year prior to 
                        date of enactment, the company (or an 
                        affiliate not a subsidiary of the 
                        section 6 company) may continue to 
                        engage in that activity so long as the 
                        at least \2/3\ of the assets or \2/3\ 
                        of the revenues generated from the 
                        activity are from or attributable to 
                        the company or an affiliate, subject to 
                        review by the Board to determine 
                        whether engaging in such activity 
                        presents undue risk to the section 6 
                        company or undue systemic risk; and
                          (ii) financial activities involving 
                        the provision of credit for the 
                        purchase or lease of products or 
                        services from an affiliate or for the 
                        purchase or lease of products produced 
                        by an affiliate of such section 6 
                        holding company that is not a 
                        subsidiary of such section 6 holding 
                        company, in accordance with regulations 
                        prescribed by or orders issued by the 
                        Board, pursuant to section 6 of this 
                        Act.
  Page 225, beginning on line 22, strike ``, as a bank holding 
company''.
  Page 226, line 2, strike ``subtitle B'' and insert ``section 
1103''.
  Page 226, strike lines 7 and 8 and insert the following:
                          ``(ii) subject to the provisions of 
                        this Act and other Federal law as 
                        provided in section 1103(g) of the 
                        Financial Stability Improvement Act of 
                        2009; and''.
  Page 227, line 5, strike ``subtitle A'' and insert ``section 
1103''.
  Page 228, line 6, after ``section 6(a)(2)(B)'' insert the 
following: ``and financial activities involving the provision 
of credit for the purchase or lease of products or services 
from an affiliate or for the purchase or lease of products 
produced by an affiliate of such section 6 holding company that 
is not a subsidiary of such section six holding company''.
  Page 236, strike lines 17-25.
  Page 237, line 12, strike ``sections 4(p) and 6'' and insert 
``section 1301 of the Financial Stability Improvement Act of 
2009''.
  Page 237, line 13, insert ``, other than a section 6 holding 
company,'' after ``company''.
  Page 250, beginning on line 19, strike ``after subsection (y) 
(as added by section 1408)'' and insert ``at the end''.
  Page 250, line 21, strike ``(z)'' and insert ``(y)''.
  Page 252, line 16, insert ``holding'' after ``financial''.
  Page 252, beginning on line 16, strike ``prudential''.
  Page 252, line 19, strike ``greater'' and insert ``great''.
  Page 253, line 23, strike ``8(c)(5)'' and insert 
``18(c)(5)''.
  Page 255, after line 2, insert the following new section (and 
conform the table of contents accordingly):

SEC. 1316. NATIONWIDE DEPOSIT CAP FOR INTERSTATE ACQUISITIONS.

  (a) Amendments to Bank Holding Company Act of 1956.--
          (1) Concentration limit for bank holding companies.--
        Section 3(d)(2)(A) of the Bank Holding Company Act (12 
        U.S.C. 1842(d)(2)(A)) is amended by striking 
        ``paragraph (1)(A)'' and inserting ``subsection (a)''.
          (2) Technical correction relating to certain savings 
        banks.--Section 4 of the Bank Holding Company Act is 
        amended by striking subsection (i) and inserting the 
        following new subsection:
  ``(i) [Repealed]''.
  (b) Amendments to Federal Deposit Insurance Act.--
          (1) In general.--Section 18(c) of the Federal Deposit 
        Insurance Act (12 U.S.C. 1828(c)) is amended--
                  (A) by redesignating paragraph (12) as 
                paragraph (13); and
                  (B) by inserting after paragraph (11) the 
                following new paragraph:
          ``(12) Nationwide deposit cap.--The responsible 
        agency may not approve an application for an interstate 
        merger transaction if the resulting insured depository 
        institution (including all insured depository 
        institutions which are affiliates of the resulting 
        insured depository institution), upon consummation of 
        the transaction, would control more than 10 percent of 
        the total amount of deposits of insured depository 
        institutions in the United States.''.
          (2) Parallel requirement.--Subparagraph (A) of 
        section 44(b)(2) of the Federal Deposit Insurance Act 
        1831u(b)(2)(A)) is amended to read as follows:
                  ``(A) Nationwide concentration limits.--The 
                responsible agency may not approve an 
                application for an interstate merger 
                transaction involving 2 or more insured 
                depository institutions if the resulting 
                insured depository institution (including all 
                insured depository institutions which are 
                affiliates of such institution), upon 
                consummation of the transaction would control 
                more than 10 percent of the total amount of 
                deposits of insured depository institutions in 
                the United States''.
  (c) Amendments to Home Owners' Loan Act.--Section 10(e)(2) of 
the Home Owners' Loan Act 1467a(e)(2)) is amended--
          (1) by striking ``or at the end of subparagraph 
        (C)'';
          (2) by striking the period at the end of subparagraph 
        (D) and inserting ``; or''; and
          (3) by inserting after subparagraph (D), the 
        following new subparagraph:
                  ``(E) in the case of an application involving 
                an interstate acquisition, if the applicant 
                (including all insured depository institutions 
                which are affiliates of the applicant) 
                controls, or upon consummation of the 
                acquisition for which such application is filed 
                would control, more than 10 percent of the 
                total amount of deposits of insured depository 
                institutions in the United States.''.
  Page 257, line 10, strike ``assessment period'' and insert 
``assessment period, minus additional deductions or adjustments 
necessary to establish assessments consistent with the 
definition under section 7(b)(1)(C) of the Federal Deposit 
Insurance Act for custodial banks (as defined by the 
Corporation based on factors including percentage of total 
revenues generated by custodial businesses and the level of 
assets under custody) or a bankers' bank (as referred to in 
section 5136 of the Revised Statutes of the United States)''.
  Page 275, line 15, insert ``if the financial company is an 
insurance company or'' after ``section 1603''.
  Page 277, line 11, insert ``activities'' after ``or''.
  Page 277, line 22, strike the period and insert ``; and''.
  Page 277, after line 22, insert the following new 
subparagraph:
                  (C) that is not a Federal home loan bank, the 
                Federal National Mortgage Association, or the 
                Federal Home Loan Mortgage Corporation.
  Page 278, beginning on line 2, strike ``includes'' and all 
that follows through line 3 and insert ``means any entity 
covered by a State law designed specifically to deal with the 
rehabilitation, liquidation, or insolvency of an insurance 
company.''.
  Page 278, strike line 22 and all that follows through page 
279, line 13, and insert the following new paragraph:
          (1) Vote required.--
                  (A) In general.--At the request of the 
                Secretary, the Chairman of the Federal Reserve 
                Board, or the appropriate regulatory agency, 
                the Board and the appropriate regulatory agency 
                shall, or on their own initiative the Board and 
                the appropriate regulatory agency may, consider 
                whether to make the written recommendation 
                provided for in paragraph (2) with respect to a 
                financial company.
                  (B) 2/3 agreement.--Any recommendation under 
                subparagraph (A) shall be made upon a vote of 
                not less than two-thirds of the members of the 
                Federal Reserve Board then serving and not less 
                than two thirds of any members of the board or 
                commission then serving of the appropriate 
                regulatory agency, as applicable.
  Page 280, beginning on line 7, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 280, beginning on line 12, strike ``the board of 
directors or commission of''.
  Page 280, line 19, strike ``resolution'' and insert 
``dissolution''.
  Page 282, beginning on line 8, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 282, beginning on line 20, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 283, beginning on line 2, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 283, beginning on line 5, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 283, beginning on line 9, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 283, beginning on line 15, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 283 beginning on line 18, strike ``financial holding 
company subject to stricter standards'' and insert ``financial 
company''.
  Page 283, line 22, strike ``RESOLUTION'' and insert 
``DISSOLUTION'' (and conform the table of contents 
accordingly).
  Page 284, after line 7, insert the following new paragraphs:
          (3) Extension of time limit.--The time limit 
        established in paragraph (2) may be extended by the 
        Secretary for up to 1 additional year if--
                  (A) the Corporation has not completed the 
                dissolution of the company within the time 
                provided in paragraph (2); and
                  (B) the Secretary certifies in writing that 
                continuation of the receivership is necessary--
                          (i) to protect the best interests of 
                        the taxpayers of the United States; and
                          (ii) to protect the stability of the 
                        financial system and the economy of the 
                        United States.
          (4) Further extension.--The time limit, as extended 
        in paragraph (3), may be extended for up to 1 
        additional year if--
                  (A) the conditions of paragraph (3) are met; 
                and
                  (B) the Corporation submits a report to the 
                Congress, no later than 60 days before the 
                receivership will expire under the extended 
                limit under paragraph (3), that describes in 
                detail--
                          (i) the basis for the determination 
                        by the Corporation that a second 
                        extension is necessary; and
                          (ii) the specific plan of the 
                        Corporation for concluding the 
                        receivership before the end of the 
                        proposed additional year.
  Page 284, line 8, strike ``Resolution'' and insert 
``Dissolution''.
  Page 284, line 10, strike ``resolved'' and insert 
``dissolved''.
  Page 284, line 11, strike ``resolution'' and insert 
``dissolution''.
  Page 284, line 18, strike ``resolution'' and insert 
``dissolution''.
  Page 285, line 6, strike ``resolution'' and insert 
``dissolution''.
  Page 285, line 11, strike ``resolution'' and insert 
``dissolution''.
  Page 285, line 16, strike ``1602(9)(B)(iv)'' and insert 
``1602(9)(B)(v)''.
  Page 285, line 18, strike ``resolution'' and insert 
``dissolution''.
  Page 287, beginning on line 1, strike ``Certain Insurance 
Subsidiaries'' and insert ``Insurance Companies and Insurance 
Company Subsidiaries''.
  Page 287, strike line 4 and all that follows through line 9, 
and insert ``(a), if an insurance company covered by a State 
law designed specifically to deal with the rehabilitation, 
liquidation or insolvency of an insurance company is a covered 
financial company or a subsidiary of a covered financial 
company, resolution of such insurance company, and any 
subsidiary of such company, will be conducted as provided under 
such State law.''.
  Page 287, line 13, insert before the period the following: 
``, that is not itself an insurance company''.
  Page 287, line 22, strike ``resolution'' and insert 
``dissolution''.
  Page 288, line 2, strike ``resolution'' and insert 
``dissolution''.
  Page 289, line 11, strike ``Resolution'' and insert 
``Dissolution''.
  Page 289, line 21, insert ``in accordance with section 1604'' 
before the comma after ``is appointed''.
  Page 299, line 11, strike ``resolution'' and insert 
``dissolution''.
  Page 305, line 19, strike ``resolution'' and insert 
``dissolution''.
  Page 327, line 2, strike ``resolving'' and insert 
``dissolving''.
  Page 327, line 8, strike ``resolution'' and insert 
``dissolution''.
  Page 370, line 15, strike ``resolution'' and insert 
``dissolution''.
  Page 401, line 10, strike ``$10,000,000,000'' and insert 
``$50,000,000,000''.
  Page 401, line 11, insert a comma after ``inflation''.
  Page 411, line 10, insert ``,subject to the requirements of 
section 1604(g),'' after ``Fund''.
  Page 413, line 11, strike ``resolution'' and insert 
``dissolution''.
  Page 413, line 12, strike ``resolution'' and insert 
``dissolution''.
  Page 425, line 8, strike ``Resolution'' and insert 
``Dissolution''.
  Page 425, line 14, strike ``resolution'' and 
insert ``dissolution'' (and conform the table of 
contents accordingly).
  Page 425, line 21, strike ``Resolution'' and insert 
``Dissolution''.
  Page 426, line 2, strike ``Resolution'' and insert 
``Dissolution''.
  Page 426, line 7, strike ``Resolution'' and insert 
``Dissolution''.
  Page 426, line 8, strike ``Resolution'' and insert 
``Dissolution''.
  Page 432, line 1, strike ``Resolution'' and insert 
``Dissolution''.
  Page 433, line 4, strike ``Resolution'' and insert 
``Dissolution''.
  Page 455, line 5, before the comma insert ``(as such terms 
are defined in subsection (c) (1))''.
  Page 461, strike lines 8 through 15 and insert the following:
                  (J) the Consumer Financial Protection Agency,
                  (K) the Federal Insurance Office,
  Page 461, after line 19, insert the following new section:

SEC. 1802. FEDERAL HOUSING FINANCE AGENCY ADVISORY ROLE IN FIEC.

  After section 1007 of the Federal Financial Institutions 
Examination Council Act of 1987 (12 U.S.C. 3306) insert the 
following new section:

``SEC. 1007A. FEDERAL HOUSING FINANCE AGENCY ADVISORY ROLE.

  ``Whenever the Council takes any actions with respect to 
issues that relate to the Federal National Mortgage 
Association, the Federal Home Loan Mortgage Corporation, or the 
Federal home loan banks, the Federal Housing Finance Agency 
shall participate in the Council's proceedings in an advisory 
role.''.
  Page 462, beginning on line 20, strike ``(as'' and all that 
follows through line 22 and insert a comma.
  Page 463, beginning on line 15, strike ``(as'' and all that 
follows through line 17 and insert a comma.
  Page 464, strike lines 11 and 12 and insert ``States, the''.
  Page 465, after line 2, insert the following new subtitle:

                Subtitle L--Securities Holding Companies


SEC. 1961. SECURITIES HOLDING COMPANIES.

  (a) Supervision of a Securities Holding Company Not Having a 
Bank or Savings Association Affiliate.--
          (1) In general.--A securities holding company that is 
        required by a foreign regulator or foreign law to be 
        subject to comprehensive consolidated supervision and 
        that is not--
                  (A) a financial holding company subject to 
                stricter standards,
                  (B) an affiliate of an insured bank (other 
                than an institution described in subparagraphs 
                (D) or (G) of section 2(c)(2) of the Bank 
                Holding Company Act of 1956) or a savings 
                association,
                  (C) a foreign bank, foreign company, or 
                company that is described in section 8(a) of 
                the International Banking Act of 1978,
                  (D) a foreign bank that controls, directly or 
                indirectly, a corporation chartered under 
                section 25A of the Federal Reserve Act (12 
                U.S.C. 611 et seq.), or
                  (E) subject to comprehensive consolidated 
                supervision by a foreign regulator,
        may register with the Board to become supervised, 
        pursuant to paragraph (2). Any securities holding 
        company filing such a registration shall be supervised 
        in accordance with this section and comply with the 
        rules and orders prescribed by the Board applicable to 
        supervised securities holding companies.
          (2) Registration as a supervised securities holding 
        company.--A securities holding company described in 
        paragraph (1) shall register by filing with the Board 
        such information and documents concerning such 
        securities holding company as the Board, by regulation, 
        may prescribe as necessary or appropriate in 
        furtherance of the purposes of this section. Such 
        supervision shall become effective 45 days after the 
        date of receipt of such registration by the Board or 
        within such shorter time period as the Board, by rule 
        or order, may determine.
  (b) Supervision of Securities Holding Companies.--
          (1) Recordkeeping and reporting.--
                  (A) In general.--Every supervised securities 
                holding company and each affiliate of such 
                company shall make and keep for prescribed 
                periods such records, furnish copies of 
                records, and make such reports, as the Board 
                determines to be necessary or appropriate for 
                the Board to carry out the purposes of this 
                section, prevent evasions, and monitor 
                compliance by the company or affiliate with 
                applicable provisions of law.
                  (B) Form and contents.--Such records and 
                reports shall be prepared in such form and 
                according to such specifications (including 
                certification by a registered public accounting 
                firm), as the Board may require and shall be 
                provided promptly at any time upon request by 
                the Board. Such records and reports may 
                include--
                          (i) a balance sheet and income 
                        statement;
                          (ii) an assessment of the 
                        consolidated capital of the supervised 
                        securities holding company;
                          (iii) an independent auditor's report 
                        attesting to the supervised securities 
                        holding company's compliance with its 
                        internal risk management and internal 
                        control objectives; and
                          (iv) reports concerning the extent to 
                        which the company or affiliate has 
                        complied with the provisions of this 
                        section and any regulations prescribed 
                        and orders issued under this section.
          (2) Use of existing reports.--
                  (A) In general.--The Board shall, to the 
                fullest extent possible, accept reports in 
                fulfillment of the requirements under this 
                paragraph that the supervised securities 
                holding company or its affiliates have been 
                required to provide to another appropriate 
                regulatory agency or self-regulatory 
                organization.
                  (B) Availability.--A supervised securities 
                holding company or an affiliate of such company 
                shall provide to the Board, at the request of 
                the Board, any report referred to in 
                subparagraph (A), as permitted by law.
          (3) Examination authority.--
                  (A) Focus of examination authority.--The 
                Board may make examinations of any supervised 
                securities holding company and any affiliate of 
                such company to carry out the purposes of this 
                subsection, prevent evasions thereof, and 
                monitor compliance by the company or affiliate 
                with applicable provisions of law.
                  (B) Deference to other examinations.--For 
                purposes of this subparagraph, the Board shall, 
                to the fullest extent possible, use the reports 
                of examination made by other appropriate 
                Federal or State regulatory authorities with 
                respect to any functionally regulated 
                subsidiary, as defined under section 5(c)(1) of 
                the Bank Holding Company Act of 1956 (12 U.S.C. 
                1844(c)(1)), or an institution described in 
                subparagraphs (D) or (G) of section 1841(c)(2).
  (c) Capital and Risk Management.--
          (1) The Board shall, by regulation or order, 
        prescribe capital adequacy and other risk management 
        standards for a supervised securities holding company 
        appropriate to protect the safety and soundness of the 
        company and address the risks posed to financial 
        stability by a supervised securities holding company. 
        Standards imposed under this subparagraph shall take 
        account of differences among types of business 
        activities and--
                  (A) the amount and nature of the company's 
                financial assets;
                  (B) the amount and nature of the company's 
                liabilities, including the degree of reliance 
                on short-term funding;
                  (C) the extent and nature of the company's 
                off-balance sheet exposures;
                  (D) the extent and nature of the company's 
                transactions and relationships with other 
                financial companies;
                  (E) the company's importance as a source of 
                credit for households, businesses, and State 
                and local governments and as a source of 
                liquidity for the financial system; and
                  (F) the nature, scope, and mix of the 
                company's activities.
          (2) In imposing standards under this subsection, the 
        Board may differentiate among supervised securities 
        holding companies on an individual basis or by 
        category, taking into consideration the criteria 
        specified above.
          (3) Any capital requirements imposed under this 
        subsection shall not take effect until the expiration 
        of 180 days after a supervised securities holding 
        company is provided notice of such requirement.
  (d) Other Provisions.--
          (1) Subsections (b), (c) through (s), and (u) of 
        section 8 of the Federal Deposit Insurance Act shall 
        apply to any supervised securities holding company, and 
        to any subsidiary (other than a bank) of a supervised 
        securities holding company, in the same manner as they 
        apply to a bank holding company. For purposes of 
        applying such subsections to a supervised securities 
        holding company or a subsidiary (other than a bank) of 
        a supervised securities holding company, the Board 
        shall be considered the appropriate Federal banking 
        agency for the supervised securities holding company or 
        subsidiary.
          (2) Except as the Board may otherwise provide by 
        regulation or order, a supervised securities holding 
        company shall be subject to the provisions of the Bank 
        Holding Company Act of 1956 (12 U.S.C. 1841 et seq.) in 
        the same manner and to the same extent that bank 
        holding companies are subject to such provisions, 
        except that any such supervised securities holding 
        company shall not by reason of this subparagraph be 
        deemed a bank holding company for purposes of section 4 
        of the Bank Holding Company Act of 1956.
  (e) Definitions.--For purposes of this section, the following 
definitions shall apply:
          (1) Securities holding company.--The term 
        ``securities holding company'' means--
                  (A) any person other than a natural person 
                that owns or controls one or more brokers or 
                dealers as defined in section 3 of the 
                Securities Exchange Act; and
                  (B) the associated persons of the securities 
                holding company.
          (2) Supervised securities holding company.--The term 
        ``supervised securities holding company'' means any 
        securities holding company that is supervised by the 
        Board pursuant to this section.
          (3) Other banking terms.--The terms ``affiliate'', 
        ``bank'', ``bank holding company'', ``company'', 
        ``control'', ``savings association'', and 
        ``subsidiary'' have the same meanings as in section 2 
        of the Bank Holding Company Act of 1956.
          (4) Insured bank.--The term ``insured bank'' has the 
        same meaning as in section 13 of the Federal Deposit 
        Insurance Act.
          (5) Foreign bank.--The term ``foreign bank'' has the 
        same meaning as in section 1(b)(7) of the International 
        Banking Act of 1978.
          (6) Associated persons.--The terms ``person 
        associated with a securities holding company'' and 
        ``associated person of a securities holding company'' 
        mean any person directly or indirectly controlling, 
        controlled by, or under common control with, a 
        securities holding company.
  Page 480, line 12, strike ``2009'' and insert ``2008''.
  Page 668, strike lines 4 and 5 and insert the following:
          (13) Deposit-taking, money acceptance, or money 
        movement activity.--The term ``deposit-taking, money 
        acceptance, or money movement activities'' means--
  Page 669, line 15, insert ``(b),'' after ``Subsections''.
  Page 669, line 20, insert ``except for section 505 as it 
applies to section 501(b)'' before the period.
  Page 670, after line 9, insert the following:
                  (N) Section 626 of the Omnibus Appropriations 
                Act, 2009 (Public Law 111-8).
                  (O) The Unlawful Internet Gambling 
                Enforcement Act of 2006.
  Page 670, line 23, after ``taking'' insert ``, money 
acceptance, or money movement''.
  Page 672, line 3, insert ``, except that furnishing a 
consumer report to another person that it has reason to believe 
intends to use the information for employment purposes, 
including for security investigations, government licensing and 
evaluating a consumer's residential or tenant history shall not 
be considered a financial activity'' before the period at the 
end.
  Page 673, line 2, insert ``a person regulated as an 
investment adviser by'' after ``or'' the 1st place such term 
appears.
  Page 675, strike line 10 and all that follows through page 
676, line 9, and insert the following:
                          (ix) Financial data processing by any 
                        technological means, including 
                        providing data processing, access to or 
                        use of databases or facilities, or 
                        advice regarding processing or 
                        archiving, if the data to be processed, 
                        furnished, stored, or archived are 
                        financial, banking, or economic, except 
                        that it shall not be considered a 
                        ``financial activity'' with respect to 
                        financial data processing--
                                  (I) to the extent the person 
                                is providing interactive 
                                computer service, as defined in 
                                section 230 of the 
                                Communications Act of 1934 (47 
                                U.S.C. 230); or
                                  (II) if the person--
                                          (aa) unknowingly or 
                                        incidentally transmits, 
                                        processes, or stores 
                                        financial data in a 
                                        manner that such data 
                                        is undifferentiated 
                                        from other types of 
                                        data that the person 
                                        transmits, processes, 
                                        or stores;
                                          (bb) does not provide 
                                        to any consumer a 
                                        consumer financial 
                                        product or service in 
                                        connection with or 
                                        relating to in any 
                                        manner financial data 
                                        processing; and
                                          (cc) does not provide 
                                        a material service to 
                                        any covered person in 
                                        connection with the 
                                        provision of a consumer 
                                        financial product or 
                                        service.
  Page 678, line 10, as modified by the amendment MWB_05, 
before ``data is undifferentiated'' insert ``financial''.
  Page 679, line 2, insert ``and shall include any uninsured 
branch or agency of a foreign bank or a commercial lending 
company owned or controlled by a foreign bank'' before the 
period at the end.
  Page 679, beginning on line 17, strike ``covered''.
  Page 681, strike line 18 and all that follows through line 20 
and insert the following new subparagraph:
                  (C) an investment company that--
                          (i) is required to be registered 
                        under the Investment Company Act of 
                        1940; or
                          (ii) is excepted from the definition 
                        of investment company under section 
                        3(c) of such Act, or any successor 
                        provision.
  Page 682, line 21, strike ``the person'' and insert ``any 
person described in any subparagraph of this paragraph''.
  Page 682, line 23, insert ``, or, with respect to a person 
described in subparagraph (C)(ii), any employee, agent, or 
contractor acting on behalf of, or providing services to any 
such person, but only to the extent that such person, or the 
employee, agent, or contractor of such person acts in such 
exempt capacity'' before the period at the end.
  Page 686, line 19, insert `` or any federally recognized 
Indian tribe as defined by the Secretary of Interior under 
section 104(a) of the Federally Recognized Indian Tribe List 
Act of 1994 (25 U.S.C. 479a-1(a))'' before the period.
  Page 693, line 13, before the semicolon insert the following: 
``, except that the Director shall not exercise any authorities 
that are granted to State insurance authorities under section 
505(a)(6) of the Gramm-Leach-Bliley Act''.
  Page 693, line 14, insert ``, except that Director shall not 
exercise any authorities that are granted to State insurance 
authorities under Section 505(a)(6) of the Gramm-Leach-Bliley 
Act'' before the semicolon.
  Page 696, strike line 14 and all that follows through page 
697, line 9, and insert the following:
          (1) Appointment.--The Director may fix the number of, 
        and appoint and direct, all employees of the Agency.
  Page 701, line 1, insert ``the Federal Trade Commission,'' 
after ``banking agencies,''.
  Page 714, strike lines 11 through 14, and insert the 
following:
          (2) an analysis of the major problems consumers of 
        financial products and services were confronted with 
        during the preceding year, including a description of 
        the nature of such problems, and recommendations for 
        such administrative and legislative action as may be 
        appropriate to resolve such problems;
  Page 715, after line 7, insert the following new paragraph 
(and redesignate succeeding paragraphs accordingly):
          (6) an analysis of the Agency's efforts to increase 
        workforce and contracting diversity consistent with 
        subtitle I of title I of this Act;
  Page 717, beginning on line 17, strike ``and complexity of 
the covered person,'' and insert ``, complexity of, risk posed 
by,''.
  Page 719, beginning on line 10, strike ``and complexity of 
the covered person,'' and insert ``, complexity of, risk posed 
by,''.
  Page 720, line 16, insert ``in the each of the first 3 years 
following the date of enactment of this Act'' after 
``persons''.
  Page 720, beginning on line 18, strike ``the 12-month period 
ending on December 31, 2009'' and insert ``the calendar year 
immediately preceding the designated transfer date''.
  Page 720, line 24, insert ``, on a risk-adjusted basis,'' 
after ``that''.
  Page 721, line 11, insert ``or to set assessments that would 
result in higher marginal assessments on the depository 
institution covered persons with assets of less than 
$25,000,000,000 if based on the compliance record of or higher 
risks posed by such covered persons'' before the period.
  Page 721, line 18, strike ``enforcement or regulation'' and 
insert ``or enforcement activities''.
  Page 722, line 1, insert ``so that levels of assessments 
under this subparagraph combined with levels of assessments by 
an agency responsible for chartering and or supervising the 
depository institution covered person shall be no more'' before 
``than it paid''.
  Page 725, line 6, insert ``or the CFPA Nondepository Fund, at 
the discretion of the Agency'' before the period at the end.
  Page 728, beginning on line 12, strike ``as a result of the'' 
and insert ``that are reasonably related as a general matter 
to''.
  Page 743, line 3, insert ``a provision of'' after ``reports 
under''.
  Page 743, line 4, insert ``a provision of'' after ``title,''.
  Page 743, line 5, insert ``any provision of'' after ``law,''.
  Page 743, line 8, insert ``under that provision of law'' 
after ``exclusive authority''.
  Page 748, line 6, strike ``$1,500,000,000'' and insert 
``$10,000,000,000''.
  Page 760, strike line 19 and all that follows through page 
762, line 22, and insert the following:
  (a) Exclusion for Merchants, Retailers, and Sellers of 
Nonfinancial Services.--
          (1) In general.--Notwithstanding any provision of 
        this title (other than paragraph (4)) and subject to 
        paragraph (2), the Director and the Agency may not 
        exercise any rulemaking, supervisory, enforcement or 
        other authority, including authority to order 
        assessments, under this title with respect to--
                  (A) credit extended directly by a merchant, 
                retailer, or seller of nonfinancial goods or 
                services to a consumer, in a case in which the 
                good or service being provided is not itself a 
                consumer financial product or service, 
                exclusively for the purpose of enabling that 
                consumer to purchase such goods or services 
                directly from the merchant, retailer, or seller 
                of nonfinancial services; or
                  (B) collection of debt, directly by the 
                merchant, retailer, or seller of nonfinancial 
                services, arising from such credit extended.
        In the application of this paragraph, the extension of 
        credit and the collection of debt described in 
        subparagraphs (A) and (B), respectively, shall not be 
        considered a consumer financial product or service.
          (2) Exception for existing authority.--The Director 
        may exercise any rulemaking authority regarding an 
        extension of credit described in paragraph (1)(A) or 
        the collection of debt arising from such extension, as 
        may be authorized by the enumerated consumer laws or 
        any law or authority transferred under subtitle F or H.
          (3) Rule of construction.--No provision of this title 
        shall be construed as modifying, limiting, or 
        superseding the authority of the Federal Trade 
        Commission or any agency other than the Agency with 
        respect to credit extended, or the collection of debt 
        arising from such extension, directly by a merchant or 
        retailer to a consumer exclusively for the purpose of 
        enabling that consumer to purchase goods or services 
        directly from the merchant or retailer.
          (4) Exclusion not applicable to certain credit 
        transactions.--Paragraph (1) shall not apply to--
                  (A) any credit transaction, including the 
                collection of the debt arising from such 
                extension, in which the merchant, retailer, or 
                seller of nonfinancial services assigns, sells, 
                or otherwise conveys such debt owed by the 
                consumer to another person; or
                  (B) any credit transaction--
                          (i) in which the credit provided 
                        significantly exceeds the market value 
                        of the product or service provided; and
                          (ii) with respect to which the 
                        Director finds that the sale of the 
                        product or service is done as a 
                        subterfuge so as to evade or circumvent 
                        the provisions of this title.
  Page 762, line 14, strike ``or''.
  Page 762, line 22, strike the period and insert ``; or''.
  Page 762, after line 22, insert the following new 
subparagraph:
                  (C) any credit transaction involving a person 
                who operates a line of business that involves 
                the extension of retail credit or retail leases 
                involving motor vehicles, if--
                          (i) the extension of retail credit or 
                        retail leases is provided directly to 
                        consumers; and
                          (ii) the contracts governing such 
                        extension of retail credit or retail 
                        leases are not assigned to a third 
                        party finance or leasing source, except 
                        on a de minimis basis.
  Page 764, after line 24, insert the following new subsection 
and redesignate subsequent subsections accordingly):
  (d) Persons Regulated by a State Securities Commission.--
          (1) In general.--No provision of this title shall be 
        construed as altering, amending, or affecting the 
        authority of any securities commission (or any agency 
        or office performing like functions) of any State to 
        adopt rules, initiate enforcement proceedings, or take 
        any other action with respect to a person regulated by 
        any securities commission (or any agency or office 
        performing like functions) of any State. Except as 
        permitted in paragraph (2) and subsection (m), the 
        Director and the Agency shall have no authority to 
        exercise any power to enforce this title with respect 
        to a person regulated by any securities commission (or 
        any agency or office performing like functions) of any 
        State, but only to the extent that the person acts in 
        such regulated capacity.
          (2) Description of activities..--Paragraph (1) shall 
        not apply to any person to the extent such person is 
        engaged in any financial activity described in any 
        subparagraph of section 101(19) or is otherwise subject 
        to any enumerated consumer law or any law or authority 
        transferred under subtitle F or H.
  Page 765, strike line 20 and all that follows through page 
766, line 3, and insert the following new paragraph:
          (3) Preservation of certain authorities.--No 
        provision of this title shall be construed as limiting 
        the authority of the Director and the Agency from 
        exercising powers under this Act with respect to a 
        person, other than a person regulated by a State 
        insurance regulator, who provides a product or service 
        for or on behalf of a person regulated by a State 
        insurance regulator in connection with a financial 
        activity.
  Page 766, line 13, insert ``Finance'' after ``Housing''.
  Page 770, after line 4, insert the following new paragraph 
(and redesignate succeeding paragraphs accordingly):
          (3) Certain activities not excluded.--
                  (A) In general.--In no event shall paragraph 
                (1) apply to any activity which involves the 
                sale of securities or extension of credit which 
                is provided by a person described in paragraph 
                (1)(A).
                  (B) Definition.--For purposes of subparagraph 
                (A), the term ``extension of credit'' shall not 
                include an ordinary account receivable.
  Page 772, beginning on line 15, strike ``order assessments, 
over'' and all that follows through page 773, line 7, and 
insert ``order assessments, over a motor vehicle dealer that is 
primarily engaged in the sale and servicing of motor vehicles, 
the leasing and servicing of motor vehicles, or both.''.
  Page 776, after line 19, insert the following new 
subsections:
  (l) Exclusion for Pawnbrokers.--
          (1) In general.--The Director and the Agency may not 
        exercise any rulemaking, supervisory, enforcement, or 
        other authority, including authority to order 
        assessments, under this title with respect to any 
        pawnbroker licensed by a State or political subdivision 
        thereof, a territory of the United States, or the 
        District of Columbia, but only to the extent that such 
        person acts in such capacity and provides either--
                  (A) non-recourse credit secured by a 
                possessory security interest in tangible goods 
                physically delivered by the consumer to the 
                pawnbroker for which the consumer does not 
                provide a written or electronic promise, order 
                or authorization to pay, or in any other manner 
                authorize a debit of a deposit account, prior 
                to or contemporaneously with the disbursement 
                of the original proceeds; or
                  (B) credit or any other financial activity 
                issued directly by a pawnbroker to a consumer, 
                in a case in which the good or service being 
                provided is not itself a consumer financial 
                product or service, exclusively for the purpose 
                of enabling that consumer to purchase goods or 
                services directly from the pawnbroker.
          (2) Rule of construction.--
                  (A) FTC authority preserved.--Except as 
                provided in subparagraph (B), no provision of 
                this title shall be construed as modifying, 
                limiting, or superseding the authority of the 
                Federal Trade Commission with respect to the 
                activities described under paragraph (1).
                  (B) Exercise of rulemaking authority.--The 
                Director may exercise any rulemaking authority 
                regarding the activities described in paragraph 
                (1) only as may be authorized by the enumerated 
                consumer laws or any law or authority 
                transferred under subtitle F or H.
  (m) Exclusion for Certain Consumer Reporting Agencies.--
          (1) In general.--Except as permitted in paragraph 
        (2), the Director and the Agency may not exercise any 
        rulemaking, supervisory, enforcement or other 
        authority, including authority to order assessments, 
        over a person that is a consumer reporting agency, as 
        such term is defined in section 603(f) of the Fair 
        Credit Reporting Act (15 U.S.C. 1681a(f)), but only to 
        the extent that such consumer reporting agency 
        furnishes a consumer report to another person that it 
        has reason to believe intends to use the information 
        for employment purposes, including for security 
        investigations, government licensing and evaluating a 
        consumer's residential or tenant history.
          (2) Description of activities.--Paragraph (1) shall 
        not apply to any person described in such paragraph to 
        the extent such person is engaged in any financial 
        activity described in any subparagraph of section 
        4002(19) or is otherwise subject to any of the 
        enumerated consumer laws or the authorities transferred 
        under subtitle F or H.
  (n) Limited Authority of the Agency to Obtain Information.--
Notwithstanding subsections (a), (f), (g), (h), (i), and (k), 
the Director may request or require information from any person 
subject to or described in any such subsection in order to 
carry out the responsibilities and functions of the Agency and 
in accordance with section 4206, 4501, or 4502.
  Page 781, line 22, after the period insert the following: 
``This authority shall not prohibit or restrict a consumer from 
entering into a voluntary arbitration agreement with a covered 
person after a dispute has arisen.''.
  Page 787, strike line 17 and all that follows through page 
788, line 10, and insert the following new subsection:
  (c) Unfair, Deceptive, or Abusive Acts or Practices 
Defined.--
          (1) Unfair acts or practices.--Any determination by 
        the Director and the Agency that an act or practice is 
        unfair shall be consistent with the standard set forth 
        under section 5 of the Federal Trade Commission Act and 
        with the policy statement adopted by the Federal Trade 
        Commission pursuant to section 5 of the Federal Trade 
        Commission Act and dated December 17, 1980.
          (2) Deceptive acts or practices.--Any determination 
        by the Director and the Agency that an act or practice 
        is deceptive shall be consistent with the policy 
        statement adopted by the Federal Trade Commission 
        pursuant to section 5 of the Federal Trade Commission 
        Act and dated October 14, 1983.
          (3) Abusive acts or practices.--The Director and the 
        Agency may determine that an act or practice is abusive 
        only if the Director finds that--
                  (A) the act or practice is reasonably likely 
                to result in a consumer's inability to 
                understand the terms and conditions of a 
                financial product or service or to protect 
                their own interests in selecting or using a 
                financial product or service; and
                  (B) the widespread use of the act or practice 
                is reasonably likely to contribute to 
                instability and greater risk in the financial 
                system.
  Page 795, line 23, insert ``(other than by the Agency, or by 
a State regulator, as may be necessary to enforce an 
administrative order under this section)'' before the comma at 
the end.
  Page 799, line 24, after ``and'' insert ``, notwithstanding 
any other provision of this title,''.
  Page 815, line 11, insert ``to be effected or used primarily 
for personal, family, or household purposes'' after ``funds''.
  Page 845, after line 13, insert the following new paragraph 
(and redesignate succeeding paragraphs accordingly):
          (4) Covered employee.--The term ``covered employee'' 
        means any individual performing tasks related to the 
        provision of a financial product or service to a 
        consumer.
  Page 878, beginning on line 5, strike ``for any violation of 
a regulation prescribed under section 4306 or''.
  Page 880, strike line 16 through page 893, line 8 and insert 
the following:

SEC. 4507. EMPLOYEE PROTECTION.

  (a) No covered person shall terminate or in any other way 
discriminate against, or cause to be terminated or 
discriminated against, any covered employee or any authorized 
representative of covered employees by reason of the fact that 
such employee or representative whether at the employee's 
initiative or in the ordinary course of the employee's duties 
(or any person acting pursuant to a request of the employee) 
has--
          (1) provided information to the Agency or to any 
        other state, local, federal, or tribal government 
        entity, filed, instituted or caused to be filed or 
        instituted any proceeding under this title, any 
        enumerated consumer law, any law for which authorities 
        were transferred by subtitles F and H, or has testified 
        or is about to testify in any proceeding resulting from 
        the administration or enforcement of the provisions of 
        this title; or
          (2) objected to, or refused to participate in, any 
        activity, policy, practice, or assigned task that the 
        employee (or other such person) reasonably believed to 
        be in violation of any law, rule, or regulation, or to 
        be unfair, deceptive, or abusive and likely to cause 
        specific and substantial injury to one or more 
        consumers.
  (b)(1) A person who believes that he or she has been 
discharged or otherwise discriminated against by any person in 
violation of subsection (a) may, not later than 180 days after 
the date on which such violation occurs, file (or have any 
person file on his or her behalf) a complaint with the 
Secretary of Labor alleging such discharge or discrimination 
and identifying the person responsible for such act. Upon 
receipt of such a complaint, the Secretary shall notify, in 
writing, the person named in the complaint of the filing of the 
complaint, of the allegations contained in the complaint, of 
the substance of evidence supporting the complaint, and of the 
opportunities that will be afforded to such person under 
paragraph (2).
  (2)(A) Not later than 60 days after the date of receipt of a 
complaint filed under paragraph (1) and after affording the 
complainant and the person named in the complaint an 
opportunity to submit to the Secretary a written response to 
the complaint and an opportunity to meet with a representative 
of the Secretary to present statements from witnesses, the 
Secretary shall initiate an investigation and determine whether 
there is reasonable cause to believe that the complaint has 
merit and notify, in writing, the complainant and the person 
alleged to have committed a violation of subsection (a) of the 
Secretary's findings. If the Secretary concludes that there is 
reasonable cause to believe that a violation of subsection (a) 
has occurred, the Secretary shall accompany the Secretary's 
findings with a preliminary order providing the relief 
prescribed by paragraph (3)(B). Not later than 30 days after 
the date of notification of findings under this paragraph, 
either the person alleged to have committed the violation or 
the complainant may file objections to the findings or 
preliminary order, or both, and request a hearing on the 
record. The filing of such objections shall not operate to stay 
any reinstatement remedy contained in the preliminary order. 
Any such hearing shall be conducted expeditiously. If a hearing 
is not requested in such 30-day period, the preliminary order 
shall be deemed a final order that is not subject to judicial 
review.
  (B)(i) The Secretary shall dismiss a complaint filed under 
this subsection and shall not conduct an investigation 
otherwise required under subparagraph (A) unless the 
complainant makes a prima facie showing that any behavior 
described in paragraphs (1) through (4) of subsection (a) was a 
contributing factor in the unfavorable personnel action alleged 
in the complaint.
          (ii) Notwithstanding a finding by the Secretary that 
        the complainant has made the showing required under 
        clause (i), no investigation otherwise required under 
        subparagraph (A) shall be conducted if the employer 
        demonstrates, by clear and convincing evidence, that 
        the employer would have taken the same unfavorable 
        personnel action in the absence of that behavior.
          (iii) The Secretary may determine that a violation of 
        subsection (a) has occurred only if the complainant 
        demonstrates that any behavior described in paragraphs 
        (1) through (4) of subsection (a) was a contributing 
        factor in the unfavorable personnel action alleged in 
        the complaint.
          (iv) Relief may not be ordered under subparagraph (A) 
        if the employer demonstrates by clear and convincing 
        evidence that the employer would have taken the same 
        unfavorable personnel action in the absence of that 
        behavior.
          (3)(A) Not later than 120 days after the date of 
        conclusion of any hearing under paragraph (2), the 
        Secretary shall issue a final order providing the 
        relief prescribed by this paragraph or denying the 
        complaint. At any time before issuance of a final 
        order, a proceeding under this subsection may be 
        terminated on the basis of a settlement agreement 
        entered into by the Secretary, the complainant, and the 
        person alleged to have committed the violation.
          (B) If, in response to a complaint filed under 
        paragraph (1), the Secretary determines that a 
        violation of subsection (a) has occurred, the Secretary 
        shall order the person who committed such violation--
                  (i) to take affirmative action to abate the 
                violation;
                  (ii) to reinstate the complainant to his or 
                her former position together with compensation 
                (including back pay) and restore the terms, 
                conditions, and privileges associated with his 
                or her employment; and
                  (iii) to provide compensatory damages to the 
                complainant. If such an order is issued under 
                this paragraph, the Secretary, at the request 
                of the complainant, shall assess against the 
                person against whom the order is issued a sum 
                equal to the aggregate amount of all costs and 
                expenses (including attorneys' and expert 
                witness fees) reasonably incurred, as 
                determined by the Secretary, by the complainant 
                for, or in connection with, the bringing of the 
                complaint upon which the order was issued.
          (C) If the Secretary finds that a complaint under 
        paragraph (1) is frivolous or has been brought in bad 
        faith, the Secretary may award to the prevailing 
        employer a reasonable attorneys' fee, not exceeding $ 
        1,000, to be paid by the complainant.
  (4) If the Secretary has not issued a final decision within 
210 days after the filing of the complaint, or within 90 days 
after receiving a written determination, the complainant may 
bring an action at law or equity for de novo review in the 
appropriate district court of the United States with 
jurisdiction, which shall have jurisdiction over such an action 
without regard to the amount in controversy, and which action 
shall, at the request of either party to such action, be tried 
by the court with a jury. The proceedings shall be governed by 
the same legal burdens of proof specified in paragraph (2)(B). 
The court shall have jurisdiction to grant all relief necessary 
to make the employee whole, including injunctive relief and 
compensatory damages, including--
          (A) reinstatement with the same seniority status that 
        the employee would have had, but for the discharge or 
        discrimination;
          (B) the amount of back pay, with interest; and
          (C) compensation for any special damages sustained as 
        a result of the discharge or discrimination, including 
        litigation costs, expert witness fees, and reasonable 
        attorney's fees.
  (5)(A) Unless the complainant brings an action under 
paragraph (4), any person adversely affected or aggrieved by a 
final order issued under paragraph (3) may obtain review of the 
order in the United States Court of Appeals for the circuit in 
which the violation, with respect to which the order was 
issued, allegedly occurred or the circuit in which the 
complainant resided on the date of such violation. The petition 
for review must be filed not later than 60 days after the date 
of the issuance of the final order of the Secretary. Review 
shall conform to chapter 7 of title 5, United States Code. The 
commencement of proceedings under this subparagraph shall not, 
unless ordered by the court, operate as a stay of the order.
          (B) An order of the Secretary with respect to which 
        review could have been obtained under subparagraph (A) 
        shall not be subject to judicial review in any criminal 
        or other civil proceeding.
          (6) Whenever any person has failed to comply with an 
        order issued under paragraph (3), the Secretary may 
        file a civil action in the United States district court 
        for the district in which the violation was found to 
        occur, or in the United States district court for the 
        District of Columbia, to enforce such order. In actions 
        brought under this paragraph, the district courts shall 
        have jurisdiction to grant all appropriate relief 
        including, but not limited to, injunctive relief and 
        compensatory damages.
          (7)(A) A person on whose behalf an order was issued 
        under paragraph (3) may commence a civil action against 
        the person to whom such order was issued to require 
        compliance with such order. The appropriate United 
        States district court shall have jurisdiction, without 
        regard to the amount in controversy or the citizenship 
        of the parties, to enforce such order.
                  (B) The court, in issuing any final order 
                under this paragraph, may award costs of 
                litigation (including reasonable attorneys' and 
                expert witness fees) to any party whenever the 
                court determines such award is appropriate.
  (c) Any nondiscretionary duty imposed by this section shall 
be enforceable in a mandamus proceeding brought under section 
1361 of title 28, United States Code.
  (d)(1) Except as provided under paragraph (3), the rights and 
remedies provided for in this section may not be waived by any 
agreement, policy, form, or condition of employment, including 
by any predispute arbitration agreement.
  (2) Except as provided under paragraph (3), no predispute 
arbitration agreement shall be valid or enforceable if it 
requires arbitration of a dispute arising under this section.
  (e) Notwithstanding paragraphs (1) and (2), an arbitration 
provision in a collective bargaining agreement shall be 
enforceable as to disputes arising under paragraph (a)(2) of 
this section unless the Agency determines by rule that such 
provision is inconsistent with the purposes of this Act.
  (f) Any employer receiving covered funds shall post notice of 
the rights and remedies provided under this section.
  Page 881, line 1, strike ``provided information to'' and 
insert ``provided, caused to be provided, or is about to 
provide or cause to be provided information to the employer,''.
  Page 893, line 6, strike ``(a)(2)'' and insert ``(a)(4)''.
  Page 893, after line 8 insert the following new section (and 
redesignate succeeding sections accordingly):

SEC. 4508. NO PRIVATE RIGHT OF ACTION.

  Nothing in this title shall be construed to create a private 
right of action, but this section shall not be construed or 
interpreted to deny any private right of action arising under 
the enumerated consumer laws or the authorities transferred 
under subtitle F or H.
  Page 897, beginning on line 21, strike ``Backstop''.
  Page 898, line 2, strike ``4202(e)(3)'' and insert 
``paragraph (2) or (3) of section 4202(e)''.
  Page 898, line 8, insert ``transferred under subsection (a)'' 
after ``functions''.
  Page 922, beginning on line 1, strike ``a Federal home loan 
bank, a joint office of the Federal home loan banks,''.
  Page 922, line 5, strike ``or''.
  Page 922, line 6, insert ``, or the Federal Home Loan Bank 
Board or any successor to such Board'' before ``shall be''.
  Page 922, beginning on line 23, strike ``a Federal home loan 
bank, a joint office of the Federal home loan banks,''.
  Page 923, line 2, strike ``or''.
  Page 923, line 3, insert ``, or the Federal Home Loan Bank 
Board or any successor to such Board'' before ``shall be''.
  Page 933, line 4, insert ``the Federal Home Loan Bank Board 
or any successor to such Board,'' after ``Federal reserve 
bank''.
  Page 933, line 21, insert ``the Federal Home Loan Bank Board 
or any successor to such Board,'' after ``reserve bank''.
  Page 934, line 24, strike ``before the designated transfer 
date'' and insert ``during the 24-month period beginning on the 
date of the enactment of this title''.
  Page 954, line 2, insert ``and shall not apply to the term 
`Board' when used in reference to the Federal Deposit Insurance 
Corporation or the National Credit Union Administration'' 
before the period.
  Page 955, line 16, strike ``25(a)'' and insert ``25A''.
  Page 957, line 3, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 957, line 20, insert ``(and except for any insertion of 
`Federal Trade Commission' made by this subtitle)'' after 
``subparagraph (B)''.
  Page 958, line 2, strike ``and 129(m) (as amended by 
paragraph (7))'' and insert ``129(m) (as amended by paragraph 
(7)), 140A, or 149 (as amended by paragraph (8)).''.
  Page 959, after line 13, insert the following:
          (8) Section 149.--Section 149(b) of the Truth in 
        Lending Act (15 U.S.C. 1665d(b)) is amended by 
        inserting ``the Federal Trade Commission,'' after ``in 
        consultation with''.
  Page 960, beginning on line 1, strike ``paragraph (7)(A)'' 
and insert `` paragraphs (7)(B), (8)(A), (8)(C), and (8)(D) of 
this subsection (and except for any insertion of `Federal Trade 
Commission' made by this subtitle)''.
  Page 961, after line 21, insert the following:
          (5) Section 609.--Section 609(d)(1) of the Fair 
        Credit Reporting Act (15 U.S.C. 1681g(d)(1)) is amended 
        by inserting ``the Federal Trade Commission,'' after 
        ``in consultation with''.
  Page 961, line 22, strike ``(5)'' and insert ``(6)''.
  Page 961, line 22, strike ``611(e)(2)'' and insert 
``611(e)''.
  Page 961, line 23, strike ``15 U.S.C.1681i(e)(2)'' and insert 
``15 U.S.C. 1681i(e)''.
  Page 961, line 24, strike ``amended to read as follows:'' and 
insert ``amended--'', and after such line insert the following:
                  (A) by amending paragraph (2) to read as 
                follows:
  Page 962, line 5, strike the period following the quotation 
marks and insert ``; and'' and after such line insert the 
following:
                  (B) in the heading of paragraph (3) by 
                inserting ``Consumer reporting'' before 
                ``agency''.
  Page 962, strike lines 6 through 8 and insert the following:
          (8) Section 615.--Section 615 of the Fair Credit 
        Reporting Act (15 U.S.C. 1681m) is amended--
                  (A) in subsection (d)(2)(B), by inserting 
                ``the Federal Trade Commission,'' after ``in 
                consultation with'';
                  (B) in subsection (e)(1), by striking ``and 
                the Commission'' and inserting ``the Federal 
                Trade Commission, the Securities and Exchange 
                Commission, and the Commodities Futures Trading 
                Commission''; and
                  (C) by striking subparagraph (A) of 
                subsection (h)(6) and inserting the following:
  Page 962, line 11, strike ``(7)'' and insert ``(8)''.
  Page 963, line 2, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 968, after line 7, insert the following (and redesignate 
succeeding subparagraphs accordingly):
                  (C) in paragraph (2) of subsection (c)--
                          (i) by inserting ``the Agency and'' 
                        before ``the Federal Trade Commission'' 
                        in the first sentence;
                          (ii) by inserting ``Agency and the 
                        Federal Trade'' after ``provide the''; 
                        and
                          (iii) by inserting ``Agency,'' before 
                        ``Federal Trade Commission'' in the 
                        second sentence;
                  (D) in paragraph (4) of subsection (c)--
                          (i) by inserting ``Agency'', before 
                        ``the Federal Trade Commission''; and
                          (ii) inserting ``Agency, the Federal 
                        Trade'' after ``complaint of the'';
                  (E) in paragraph (2) of subsection (f), by 
                inserting ``the Federal Trade Commission'' 
                after ``in consultation with'';
  Page 968, beginning on line 12, strike ``with respect to a 
covered person described in subsection (b)'' and insert ``, 
except that, with respect to sections 615(e) and 628 of this 
title, the agencies identified in subsections (a) and (b) of 
this section shall prescribe such regulations as necessary to 
carry out the purposes of such sections with respect to 
entities within their enforcement authority under such 
subsections''.
  Page 968, line 14, strike ``(D)'' and insert ``(G)''.
  Page 973, strike lines 8 and 9 and insert the following:
                          (iii) in paragraph (1)(B)--
                                  (I) by inserting ``of 
                                Governors of the Federal 
                                Reserve System'' after 
                                ``Board''; and
                                  (II) by striking ``and'' 
                                after the semicolon;
  Page 974, line 2, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 978, line 4, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 982, line 21, strike ``and'' and after such line insert 
the following:
                          (iii) in paragraph (l)(B), by 
                        inserting ``of Governors of the Federal 
                        Reserve System'' after ``Board'';
  Page 982, line 22, strike ``(iii)'' and insert ``(iv)''.
  Page 983, line 7, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 988, after line 7, insert the following (and redesignate 
succeeding subsections accordingly):
  (a) Section 501.--Section 501(b) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6801(b)) is amended by inserting ``(other than 
the Consumer Financial Protection Agency)'' after ``title''.
  (b) Section 502.--Section 502(e)(5) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6802(e)(5)) is amended by inserting ``the 
Consumer Financial Protection Agency,'' after ``(including''.
  (c) Section 503.--Section 503(e)(1) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6803(e)(1)) is amended--
          (1) by inserting ``Consumer Financial Protection 
        Agency in consultation with the other'' before 
        ``agencies''; and
          (2) by striking ``jointly''.
  Page 988, line 13, strike ``and'' at the end.
  Page 988, line 15, strike the period and insert ``; and'' and 
after such line insert the following:
          (3) by inserting ``the Federal banking agencies, the 
        National Credit Union Administration, the Secretary of 
        the Treasury, the Federal Trade Commission, and'' 
        before ``representatives of State insurance 
        authorities''.
  Page 989, after line 15, insert the following:
  (f) Section 507.--Subsection 507(b) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6807(b)) is amended by striking ``Federal Trade 
Commission'' and inserting ``Consumer Financial Protection 
Agency, or in the case of a rule under section 501(b), the 
Federal Trade Commission or the Securities and Exchange 
Commission''.
  Page 997, line 6, strike ``25(a)'' and insert ``25A''.
  Page1016, strike line 7 through page 1018, line 5, and insert 
the following:

SEC. 4815. AMENDMENTS TO THE TELEMARKETING AND CONSUMER FRAUD ABUSE AND 
                    PREVENTION ACT.

  (a) Section 4 of the Telemarketing and Consumer Fraud Abuse 
and Prevention Act (15 U.S.C. 6102) is amended--
          (1) in subsection (b)--
                  (A) by inserting ``and the Consumer Financial 
                Protection Agency with respect to a person 
                subject to the authority of that Agency under 
                the Consumer Financial Protection Agency Act'' 
                after ``Commission'' each of the first 2 places 
                it appears; and
                  (B) by inserting ``or the Consumer Financial 
                Protection Agency'' after ``Commission'' the 
                last place it appears; and
          (2) in subsection (d), by inserting ``or the Consumer 
        Financial Protection Agency'' after ``Commission'' each 
        place such term appears.
  (b) Section 5 of the Telemarketing and Consumer Fraud Abuse 
and Prevention Act (15 U.S.C. 6102) is amended--
          (1) in subsection (b)--
                  (A) by inserting ``and the Consumer Financial 
                Protection Agency with respect to a person 
                subject to the authority of that Agency under 
                the Consumer Financial Protection Agency Act'' 
                after ``Commission'' each of the first 2 places 
                it appears; and
                  (B) by inserting ``or the Consumer Financial 
                Protection Agency'' after ``Commission'' the 
                last place it appears; and
          (2) in subsection (c), by inserting ``or the Consumer 
        Financial Protection Agency'' after ``Commission'' each 
        place such term appears.
  (c) Section 6 of the Telemarketing and Consumer Fraud Abuse 
and Prevention Act (15 U.S.C. 6102) is amended by redesignating 
subsection (c) as subsection (d) and inserting after subsection 
(b) the following:
  ``(c) Enforcement by the Consumer Financial Protection 
Agency.--Subject to section 4202 of the Consumer Financial 
Protection Agency Act of 2009, this Act shall be enforced by 
the Consumer Financial Protection Agency, under subtitle E of 
that Act, with respect to a person subject to the authority of 
that Agency under that Act. For the purpose of the exercise by 
the Consumer Financial Protection Agency of its powers under 
subtitle E, a violation of any requirement imposed under this 
Act shall be deemed to be a violation of a requirement imposed 
under the Consumer Financial Protection Agency Act. In addition 
to its powers under subtitle E of that Act, the Agency may 
exercise, for the purpose of enforcing compliance with any 
requirement imposed under this Act, any other authority 
conferred on it by law.''.
  Page 1019, line 8, strike ``and'' and after such line insert 
the following:
          (2) by inserting a comma after ``under this Act'';
          (3) by inserting a comma after ``subsection 
        (a)(1))''; and
  Page 1019, line 9, strike ``(2)'' and insert ``(4)''.
  Page 1019, line 15, insert ``partnership, or corporation'' 
after ``person,''.
  Page 1020, after line 20, insert the following new subtitle:

                       Subtitle J--Miscellaneous


SEC. 4951. REQUIREMENTS FOR STATE-LICENSED LOAN ORIGINATORS.

  Paragraph (2) of section 1505 (b) of the S.A.F.E. Mortgage 
Licensing Act of 2008 (12 U.S.C. 5104(b)(2)) is amended by 
inserting after and below subparagraph (B), the following:
        ``Notwithstanding the preceding sentence, a State loan 
        originator supervisory authority may provide for review 
        of applicants and for granting exceptions, on a case-
        by-case basis, to the minimum standard under 
        subparagraph (B), but only to the extent that any such 
        exception otherwise complies with the purposes of this 
        title.''.
  Page 1021, strike lines 24 and 25 and insert the following:
                          ``(i) in total, fewer than 15 clients 
                        and investors in the United States in 
                        private funds advised by the investment 
                        adviser; and''.
  Page 1022, strike lines 1 and 2 and insert the following:
                          ``(ii) aggregate assets under 
                        management attributable to clients and 
                        investors in the United States in 
                        private funds advised by the investment 
                        adviser of''.
  Page 1022, line 20, strike ``Section'' and insert the 
following:
  (a) Exemption.--Section
  Page 1024, after line 3, insert the following:
  (b) Consideration of Risk.--Section 203(c) of the Investment 
Advisers Act of 1940 (15 U.S.C. 80b--3(c)) is amended by adding 
at the end the following:
          ``(3) The Commission shall take into account the 
        relative risk profile of different classes of private 
        funds as it establishes, by rule or regulation, the 
        registration requirements for private funds.''.
  Page 1024, line 4, strike ``SYSTEMIC RISK''.
  Page 1024, beginning on line 23, strike ``, and to any other 
entity that the Commission identifies as having systemic risk 
responsibility'' and insert ``and to the Financial Services 
Oversight Council''.
  Page 1027, beginning on line 12, strike ``, and to any other 
entity that the Commission identifies as having systemic risk 
responsibility'' and insert ``and to the Financial Services 
Oversight Council''.
  Page 1027, line 17, strike ``such other entity'' and insert 
``the Financial Services Oversight Council''.
  Page 1028, strike line 11 and all that follows through page 
1029, line 2, and insert the following:
          ``(8) Non-disclosure of certain proprietary 
        information and confidentiality of reports.--Any 
        proprietary information of an investment adviser 
        ascertained by the Commission from any report required 
        to be filed with the Commission pursuant to this 
        section 204(b) shall be subject to the same limitations 
        on public disclosure as any facts ascertained during an 
        examination as provided by section 210(b) of this 
        title. The Commission may not compel the private fund 
        to disclose such proprietary information to 
        counterparties and creditors. For purposes of this 
        section, proprietary information shall include 
        sensitive, non-public information regarding the 
        investment adviser's investment or trading strategies, 
        analytical or research methodologies, trading data, 
        computer hardware or software containing intellectual 
        property, and any additional information that the 
        Commission determines to be proprietary. 
        Notwithstanding any other provision of law, the 
        Commission shall not be compelled to disclose any 
        report or information contained therein required to be 
        filed with the Commission under this subsection. 
        Nothing in this paragraph shall authorize the 
        Commission to withhold information from the Congress or 
        to prevent the Commission from complying with a request 
        for information from any other Federal department or 
        agency or any self-regulatory organization requesting 
        the report or information for purposes within the scope 
        of its jurisdiction, or complying with an order of a 
        court of the United States in an action brought by the 
        United States or the Commission. For purposes of 
        section 552 of title 5, United States Code, this 
        paragraph shall be considered a statute described in 
        subsection (b)(3)(B) of such section.''.
  Page 1030, line 12, strike ``private funds'' the second place 
it appears and insert ``investment adviser acts solely as an 
adviser to private funds and''.
  Page 1032, line 23, insert ``, 203(m),'' after ``203(l)''.
  Page 1033, line 23, insert ``to the extent necessary'' after 
``regulations''.
  Page 1034, line 7, insert ``in any rule or regulation'' after 
``any factor used''.
  Page 1034, line 11, insert ``by order,'' after ``Commission 
shall,''.
  Page 1034, line 15, strike ``$1,000'' and insert 
``$100,000''.
  Page 1034, line 16, strike ``$1,000'' and insert 
``$100,000''.
  Page 1038, line 2, insert ``disclosure of'' after ``with 
respect to''.
  Page 1041, beginning on line 13, strike ``and reliable''.
  Page 1042, beginning on line 2, strike ``or its ultimate 
holding company''.
  Page 1059, line 2, strike ``; and'' and insert a period.
  Page 1059, strike lines 3 through 8 and insert the following:
          (2) Symbols.--The Commission may prescribe rules that 
        require nationally recognized statistical rating 
        organizations to establish credit rating symbols that 
        distinguish credit ratings for structured products from 
        credit ratings for other products that the Commission 
        determines appropriate or necessary in the public 
        interest and for the protection of investors, provided 
        such rules do not prevent public pension funds or other 
        State regulated entities from investing in rated 
        products.
  Page 1059, line 9, strike ``(2)'' and insert ``(3)''.
  Page 1066, line 7, insert ``certify that they'' after 
``diligence services''.
  Page 1067, line 10, strike ``service,'' and insert ``service 
to that issuer, underwriter, or placement agent in determining 
a credit rating,''.
  Page 1068, line 17, strike ``this title'' and insert ``the 
securities laws''.
  Page 1068, line 21, strike ``or a similar''.
  Page 1090, line 14, insert ``section 211 of'' after 
``under''.
  Page 1090, line 18, insert after the period the following: 
``Nothing in this section shall require a broker or dealer or 
registered representative to have a continuing duty of care or 
loyalty to the customer after providing personalized investment 
advice about securities.''.
  Page 1092, line 1, strike ``(3)'' and insert ``(2)''.
  Page 1096, line 4, insert ``AND RULEMAKING'' after ``STUDY''.
  Page 1096, beginning on line 9, strike ``manner in which'' 
and all that follows through ``products or services'' on line 
12 and insert ``provision of documents or information to retail 
customers prior to the purchase of investment products or 
services''.
  Page 1098, line 19, strike ``in connection with'' and insert 
``rules that require the provision of documents or information 
to retail customers prior to''.
  Page 1103, strike ``ADVISOR'' and insert ``ADVISER''.
  Page 1109, line 11, insert ``law enforcement agency,'' after 
the comma.
  Page 1109, line 17, strike ``or'' and after such line insert 
the following:
                  (C) to any whistleblower who gains the 
                information through the performance of an audit 
                of financial statements required under the 
                securities laws; or
  Page 1109, line 18 strike ``(C)'' and insert ``(D)''.
  Page 1116, strike lines 11 through page 1118, line 13, and 
insert the following:
          ``(2) Confidentiality.--
                  ``(A) In general.--Except as provided in 
                subparagraph (B), the Commission and any 
                officer or employee of the Commission shall not 
                disclose any information, including information 
                provided by a whistleblower to the Commission, 
                which could reasonably be expected to reveal 
                the identity of a whistleblower, except in 
                accordance with the provisions of section 552a 
                of title 5, United States Code, unless and 
                until required to be disclosed to a defendant 
                or respondent in connection with a public 
                proceeding instituted by the Commission or any 
                entity described in subparagraph (B). For 
                purposes of section 552 of title 5, United 
                States Code, this paragraph shall be considered 
                a statute described in subsection (b)(3)(B) of 
                such section 552.
                  ``(B) Availability to government agencies.--
                Without the loss of its status as confidential 
                and privileged in the hands of the Commission, 
                all information referred to in subparagraph (A) 
                may, in the discretion of the Commission, when 
                determined by the Commission to be necessary to 
                accomplish the purposes of this Act and protect 
                investors, be made available to--
                          ``(i) the Attorney General of the 
                        United States,
                          ``(ii) an appropriate regulatory 
                        authority,
                          ``(iii) a self-regulatory 
                        organization,
                          ``(iv) State attorneys general in 
                        connection with any criminal 
                        investigation, and
                          ``(v) any appropriate State 
                        regulatory authority,
                ``each of which shall not disclose such 
                information in accordance with subparagraph 
                (A).''.
  Page 1123, line 13, insert ``municipal financial adviser,'' 
after ``transfer agent,''.
  Page 1123, line 22, insert ``municipal financial adviser,'' 
after ``transfer agent,''.
  Page 1124, line 6, insert ``municipal financial adviser,'' 
after ``municipal securities dealer,''.
  Page 1124, line 15, insert ``municipal financial adviser,'' 
after ``transfer agent,''.
  Page 1127, beginning on line 18, strike ``head of any 
division or office within the Commission or his designee'' and 
insert ``Director of the Division of Enforcement of the 
Commission or the Director's designee''.
  Page 1127, beginning on line 24, strike ``head of any 
division or office within the Commission or his designee'' and 
insert ``Director of the Division of Enforcement of the 
Commission or the Director's designee''.
  Page 1128, beginning on line 3, strike ``head of any division 
or office within the Commission or his designee'' and insert 
``Director of the Division of Enforcement of the Commission or 
the Director's designee''.
  Page 1128, beginning on line 9, strike ``head of any division 
or office within the Commission or his designee'' and insert 
``Director of the Division of Enforcement of the Commission or 
the Director's designee''.
  Page 1128, line 24, strike ``without findings'' and insert 
``, has concluded without findings,''.
  Page 1129, line 3, insert ``responsible for compliance 
examinations and inspections'' after ``Commission''.
  Page 1129, line 7, insert a comma after ``inspection''.
  Page 1129, line 8, insert a comma after ``action''.
  Page 1129, line 11, insert ``responsible for compliance 
examinations and inspections'' after ``Commission''.
  Page 1129, strike line 16 through page 1131, line 2, and 
insert the following:
  (a) Securities Act of 1933.--Section 22(a) of the Securities 
Act of 1933 (15 U.S.C. 77v(a)) is amended by inserting after 
the second sentence the following: ``In any civil action 
instituted by the Commission under this title in a United 
States district court for any judicial district, subpoenas 
issued to compel the attendance of witnesses or the production 
of documents or tangible things (or both) at any hearing or 
trial may be served at any place within the United States. Rule 
45(c)(3)(A)(ii) of the Federal Rules of Civil Procedure does 
not apply to a subpoena so issued.''.
  (b) Securities Exchange Act of 1934.--Section 27 of the 
Securities Exchange Act of 1934 (15 U.S.C. 78aa) is amended by 
inserting after the third sentence the following: ``In any 
civil action instituted by the Commission under this title in a 
United States district court for any judicial district, 
subpoenas issued to compel the attendance of witnesses or the 
production of documents or tangible things (or both) at any 
hearing or trial may be served at any place within the United 
States. Rule 45(c)(3)(A)(ii) of the Federal Rules of Civil 
Procedure does not apply to a subpoena so issued.''.
  (c) Investment Company Act of 1940.--Section 44 of the 
Investment Company Act of 1940 (15 U.S.C. 80a-43) is amended by 
inserting after the fourth sentence the following: ``In any 
civil action instituted by the Commission under this title in a 
United States district court for any judicial district, 
subpoenas issued to compel the attendance of witnesses or the 
production of documents or tangible things (or both) at any 
hearing or trial may be served at any place within the United 
States. Rule 45(c)(3)(A)(ii) of the Federal Rules of Civil 
Procedure does not apply to a subpoena so issued.''.
  (d) Investment Advisers Act of 1940.--Section 214 of the 
Investment Advisers Act of 1940 (15 U.S.C. 80b-14) is amended 
by inserting after the third sentence the following: ``In any 
civil action instituted by the Commission under this title in a 
United States district court for any judicial district, 
subpoenas issued to compel the attendance of witnesses or the 
production of documents or tangible things (or both) at any 
hearing or trial may be served at any place within the United 
States. Rule 45(c)(3)(A)(ii) of the Federal Rules of Civil 
Procedure does not apply to a subpoena so issued.''.
  Page 1131, line 9, strike ``Money'' and insert ``Monetary''.
  Page 1133, line 21, strike ``To Assess Money'' and insert 
``to Assess Monetary''.
  Page 1143, beginning on line 2, strike ``Except as provided 
in subsection (f), the'' and insert ``The''.
  Page 1146, beginning on line 8, strike ``The jurisdiction'' 
and all that follows through line 11 and insert ``With respect 
to any actions or proceedings brought or instituted by the 
Commission or the United States, this jurisdiction includes 
violations of section 17(a) of this title, and all''.
  Page 1147, beginning on line 4, strike ``The jurisdiction'' 
and all that follows through ``subsection (a)'' and insert 
``With respect to any actions or proceedings brought or 
instituted by the Commission or the United States, this 
jurisdiction''.
  Page 1148, beginning on line 3, strike ``The jurisdiction'' 
and all that follows through ``subsection (a)'' and insert 
``With respect to any actions or proceedings brought or 
instituted by the Commission or the United States, this 
jurisdiction''.
  Page 1149, line 18, strike the semicolon at the end.
  Page 1158, line 7, insert ``and'' after ``with''.
  Page 1190, line 13, strike ``that--'' and insert the 
following: ``that is not exempt from registration under section 
203 and--''.
  Page 1190, beginning on line 15, strike ``by a State'' and 
insert ``in the State where it maintains its principal office 
and place of business''.
  Page 1191, line 8, insert after the first period the 
following: ``If no State in which an investment adviser 
described in subparagraph (B) is registered conducts such an 
examination, the investment adviser must register with the 
Commission. If, pursuant to this paragraph, an investment 
adviser would be required to register with 5 or more States, 
then the adviser may maintain its registration with the 
Commission.''.
  Page 1191, strike line 10 and all that follows through page 
1192, line 3, and insert the following:
  (a) In General.--Not later than 180 days after the date of 
the enactment of this title, the Securities and Exchange 
Commission shall adopt a rule pursuant to its authority under 
section 211(a) of the Investment Advisers Act of 1940 making it 
unlawful under section 206(4) of that Act for an investment 
adviser registered under such Act to have custody of funds or 
securities of a client the value of which exceeds $10,000,000, 
unless--
          (1) the funds and securities are maintained with a 
        qualified custodian either in a separate account for 
        each client under the client's name, or in accounts 
        that contain only client funds and securities under the 
        name of the investment adviser as agent or trustee for 
        the client; and
          (2) the qualified custodian does not directly or 
        indirectly provide investment advice with respect to 
        such funds or securities.
  (b) Exceptions.--The rule adopted under subsection (a) shall 
include such exceptions as the Commission determines in the 
public interest and consistent with the protection of 
investors. Any exemption granted under this subsection shall 
ensure that at least once per year, a client described in 
subsection (a) shall receive a report from an independent 
entity with a fiduciary responsibility to the client to verify 
that the assets in the client's account are in accord with 
those stated on the client's account statement.
  (c) No Limits on Other Actions.--Nothing in this section 
shall be construed to limit other actions the Securities and 
Exchange Commission may take under this Act to require the 
protection of client assets.
  Page 1192, line 21, strike ``maintain'' and insert ``assure 
that safeguards exist to maintain''.
  Page 1193, line 9, strike ``regards'' and insert ``regard''.
  Page 1193, after line 10, insert the following new sections:

SEC. 7421. NOTICE TO MISSING SECURITY HOLDERS.

  Section 17A of the Securities Exchange Act of 1934 (15 U.S.C. 
78q-1) is amended by adding at the end the following new 
subsection:
  ``(g) Due Diligence for the Delivery of Dividends, Interest, 
and Other Valuable Property Rights.--
          ``(1) Revision of rules required.--The Commission 
        shall revise its regulations in section 240.17Ad-17 of 
        title 17, Code of Federal Regulations, as in effect on 
        December 8, 1997, to extend the application of such 
        section to brokers and dealers and to provide for the 
        following:
                  ``(A) A requirement that the paying agent 
                provide a single written notification to each 
                missing security holder that the missing 
                security holder has been sent a check that has 
                not yet been negotiated. The written 
                notification may be sent along with a check or 
                other mailing subsequently sent to the missing 
                security holder but must be provided no later 
                than 7 months after the sending of the not yet 
                negotiated check.
                  ``(B) An exclusion for paying agents from the 
                notification requirements when the value of the 
                not yet negotiated check is less than $25.
                  ``(C) A provision clarifying that the 
                requirements described in subparagraph (A) 
                shall have no effect on State escheatment laws.
                  ``(D) For purposes of such revised 
                regulations--
                          ``(i) a security holder shall be 
                        considered a `missing security holder' 
                        if a check is sent to the security 
                        holder and the check is not negotiated 
                        before the earlier of the paying agent 
                        sending the next regularly scheduled 
                        check or the elapsing of 6 months after 
                        the sending of the not yet negotiated 
                        check; and
                          ``(ii) the term `paying agent' 
                        includes any issuer, transfer agent, 
                        broker, dealer, investment adviser, 
                        indenture trustee, custodian, or any 
                        other person that accepts payments from 
                        the issuer of a security and 
                        distributes the payments to the holders 
                        of the security.
          ``(2) Rulemaking.--The Commission shall adopt such 
        rules, regulations, and orders necessary to implement 
        this subsection no later than 1 year after the date of 
        enactment of this subsection. In proposing such rules, 
        the Commission shall seek to minimize disruptions to 
        current systems used by or on behalf of paying agents 
        to process payment to account holders and avoid 
        requiring multiple paying agents to send written 
        notification to a missing security holder regarding the 
        same not yet negotiated check.''.

SEC. 7422. SHORT SALE REFORMS.

  (a) Short Sale Disclosure.--Section 13(f) of the Securities 
Exchange Act of 1934 (15 U.S.C. 78m(f)) is amended by 
redesignating paragraphs (2), (3), (4), and (5) as paragraphs 
(3), (4), (5), and (6), respectively, and inserting after 
paragraph (1) the following:
          ``(2)(A) Every institutional investment manager that 
        effects a short sale of an equity security shall also 
        file a report on a daily basis with the Commission in 
        such form as the Commission, by rule, may prescribe. 
        Such report shall include, as applicable, the name of 
        the institution, the name of the institutional 
        investment manager and the title, class, CUSIP number, 
        number of shares or principal amount, aggregate fair 
        market value of each security, and any additional 
        information requested by the Commission. For purposes 
        of section 552 of title 5, United States Code, this 
        subparagraph shall be considered a statute described in 
        subsection (b)(3)(B) of such section. The information 
        contained in reports of an institutional investment 
        manager filed with the Commission pursuant to this 
        section, shall be subject to the same non-disclosure 
        and confidentiality protection provided under section 
        204(b)(8) of the Investment Advisers Act of 1940.
          ``(B) The Commission shall prescribe rules providing 
        for the public disclosure of the name of the issuer and 
        the title, class, CUSIP number, aggregate amount of the 
        number of short sales of each security, and any 
        additional information determined by the Commission 
        following the end of the reporting period. At a 
        minimum, such public disclosure shall occur every 
        month.''.
  (b) Short Selling Enforcement.--Section 9 of the Securities 
Exchange Act of 1934 (15 U.S.C. 78i) is amended--
          (1) by redesignating subsections (d), (e), (f), (g), 
        (h), and (i) as subsections (e), (f), (g), (h), (i), 
        and (j), respectively; and
          (2) inserting after subsection (c), the following new 
        subsection:
  ``(d) Transactions Relating to Short Sales of Securities.--It 
shall be unlawful for any person, directly or indirectly, by 
the use of the mails or any means or instrumentality of 
interstate commerce, or of any facility of any national 
securities exchange, or for any member of a national securities 
exchange to effect, alone or with one or more other persons, a 
manipulative short sale of any security. The Commission shall 
issue such other rules as are necessary or appropriate to 
ensure that the appropriate enforcement options and remedies 
are available for violations of this subsection in the public 
interest or for the protection of investors.''.
  (c) Investor Notification.--Section 15 of the Securities 
Exchange Act of 1934 (15 U.S.C. 78o) is amended--
          (1) by redesignating subsections (e), (f), (g), (h), 
        and (i) as subsections (f), (g), (h), (i), and (j), 
        respectively; and
          (2) inserting after subsection (d) the following new 
        subsection:
  ``(e) Notices to Customers Regarding Securities Lending.--
Every registered broker or dealer shall provide notice to its 
customers that they may elect not to allow their fully paid 
securities to be used in connection with short sales. If a 
broker or dealer uses a customer's securities in connection 
with short sales, the broker or dealer shall provide notice to 
its customer that the broker or dealer may receive compensation 
in connection with lending the customer's securities. The 
Commission, by rule, as it deems necessary or appropriate in 
the public interest and for the protection of investors, may 
prescribe the form, content, time, and manner of delivery of 
any notice required under this paragraph.''.

SEC. 7423. STREAMLINING OF SEC FILING PROCEDURES.

  (a) Approval Process.--Section 19(b)(2) of the Securities 
Exchange Act of 1934 (15 U.S.C. 78s(b)(2)) is amended to read 
as follows:
          ``(2) Filing procedures.--
                  ``(A) In general.--Within thirty-five days of 
                the date of publication of notice of the filing 
                of a proposed rule change in accordance with 
                paragraph (1) of this subsection, or within 
                such longer period as the Commission may 
                designate up to ninety days of such date if it 
                finds such longer period to be appropriate and 
                publishes its reasons for so finding or as to 
                which the self-regulatory organization 
                consents, the Commission shall--
                          ``(i) by order approve such proposed 
                        rule change; or
                          ``(ii) institute proceedings under 
                        subparagraph (B) to determine whether 
                        the proposed rule change should be 
                        disapproved.
                  ``(B) Proceedings.--Proceedings to determine 
                whether the proposed rule change should be 
                disapproved shall include notice of the grounds 
                for disapproval under consideration and 
                opportunity for hearing and be concluded within 
                200 days from the date of receipt of a proper 
                filing. At the conclusion of such proceedings 
                the Commission, by order, shall approve or 
                disapprove such proposed rule change. The 
                Commission may extend the time for conclusion 
                of such proceedings for up to 60 days if it 
                finds good cause for such extension and 
                publishes its reasons for so finding or for 
                such longer period as to which the self-
                regulatory organization consents. The 
                Commission shall approve a proposed rule change 
                of a self-regulatory organization if it finds 
                that such proposed rule change is consistent 
                with the requirements of this title and the 
                rules and regulations thereunder applicable to 
                such organization. The Commission shall 
                disapprove a proposed rule change of a self-
                regulatory organization if it does not make 
                such finding. The Commission shall not approve 
                any proposed rule change prior to the thirtieth 
                day after the date of publication of notice of 
                the filing thereof, unless the Commission finds 
                good cause for so doing and publishes its 
                reasons for so finding.''.
  (b) Rules.--Not later than 12 months after the date of 
enactment of this Act, the Commission shall issue rules 
implementing a disapproval process for filings submitted on or 
after the effective date of such rules.
  Page 1196, line 5, strike ``containing''.
  Page 1198, strike line 22 through page 1199, line 16.
  Page 1199, line 17, strike ``(3)'' and insert ``(2)''.
  Page 1199, line 21, strike ``or (2)''.
  Page 1206, strike lines 15, through 23.
  Page 1211 strike line 24 through page 1212, line 21, and 
insert the following:
  (e) Inspections by Registered Accounting Firms.--Subsection 
(a) of Section 104 of such Act is amended--
          (1) by striking ``(a) In General.--The Board shall'' 
        and inserting the following:
  ``(a) In General.--
          ``(1) The Board shall''; and
          (2) by adding at the end of such subsection the 
        following:
          ``(2) Inspections of audit report for brokers and 
        dealers.--
                  ``(A) The Board may, by rule, conduct and 
                require a program of inspection in accordance 
                with paragraph (a)(1), on a basis to be 
                determined by the Board, of registered public 
                accounting firms that provide one or more audit 
                reports for a broker or dealer. The Board, in 
                establishing such a program, may allow for 
                differentiation among classes of brokers and 
                dealers, as appropriate.
                  ``(B) If the Board determines to establish a 
                program of inspection pursuant to subparagraph 
                (A), the Board shall consider in establishing 
                any inspection schedules whether differing 
                schedules would be appropriate with respect to 
                registered public accounting firms that issue 
                audit reports only for one or more brokers or 
                dealers that do not receive, handle, or hold 
                customer securities or cash or are not a member 
                of the Securities Investor Protection 
                Corporation.
                  ``(C) Any rules of the Board pursuant to this 
                paragraph shall be subject to prior approval by 
                the Commission pursuant to section 107(b) 
                before the rules become effective, including an 
                opportunity for public notice and comment.
                  ``(D) Notwithstanding anything to the 
                contrary in section 102 of this Act, a public 
                accounting firm shall not be required to 
                register with the Board if the public 
                accounting firm is exempt from the inspection 
                program which may be established by the Board 
                under subparagraph (a)(2)(A) of this section.
          ``(3) Conforming amendment.--Section 17 (e)(1)(A) of 
        the Securities Exchange Act of 1934 (15 U.S.C. 78q(e) 
        (1) (A)) is amended by striking `registered public 
        accounting firm' and inserting `independent public 
        accounting firm or by a registered public accounting 
        firm if registration is required under the Sarbanes-
        Oxley Act of 2002 as amended.'.''.
  Page 1215, line 1, strike ``dealer'' and insert ``dealers''.
  Page 1219, beginning on line 10, strike ``domestic'' and 
insert ``domestically''.
  Page 1223, lines 5, strike ``shall--'' and all that follows 
through line 13 and insert ``shall prevent the Board from 
responding to requests for reports from the Committee's 
specified under subsection (h) about the activities or programs 
of the Board, provided that any confidential information 
contained therein shall be subject to the provisions of section 
105(b)(5).''.
  Page 1228, line 14, strike ``MISLEAD'' and insert ``MISLED''.
  Page 1231, after line 15, insert the following:
          (4) Application of fiduciary duty for personalized 
        investment advice about securities.--Nothing in this 
        section shall diminish in any manner nor supersede the 
        standard of conduct applicable to all brokers, dealers 
        and investment advisers providing personalized 
        investment advice about securities as set forth in 
        section 7103 of this Act.
  Page 1231, line 16, strike ``(4)'' and insert ``(5)''.
  Page 1231, beginning on line 19, strike ``, to the extent 
practicable, conform to the'' and insert ``meet or exceed''.
  Page 1232, strike lines 3 through page 1235, line 5, and 
insert the following:
          (6) Suitability and supervision rules for annuity 
        products.--A State shall have adopted rules that govern 
        suitability requirements in the sale of annuities which 
        shall meet or exceed the minimum requirements 
        established by the National Association of Insurance 
        Commissioners Suitability in Annuity Transactions Model 
        Regulation in effect on the date of the enactment of 
        this Act, or any successor thereto.
  Page 1235, line 18, strike ``senior'' and insert ``seniors 
who are''.
  Page 1238, line 13, insert a comma after ``finding''.
  Page 1242, line 7, insert ``United States Code,'' after 
``title 18,''.
  Page 1243, line 9, insert ``or the rules of the Municipal 
Securities Rulemaking Board,'' after ``statutes,''.
  Page 1243, line 17, insert ``or the rules of the Municipal 
Securities Rulemaking Board,'' after ``statutes,''.
  Page 1247, line 18, insert ``broker, dealer, investment 
adviser, municipal securities dealer, transfer agent, 
nationally recognized statistical rating organization, or''.
  Page 1248, line 1, strike ``or (E)'' and insert ``(E), (G), 
or (H)''.
  Page 1254, line 22, strike ``or''.
  Page 1254, line 24, strike the period at the end and insert 
``; or'' and after such line insert the following:
                          (v) the independent accountant that 
                        audits the financial statements of the 
                        municipal securities issuer.
  Page 1259, after line 24, insert the following new 
subparagraph and redesignate subsequent subparagraphs 
accordingly):
                  ``(C) To monitor the extent to which 
                traditionally underserved communities and 
                consumers, minorities (as such term is defined 
                in 24 section 1204(c) of the Financial 
                Institutions Reform, Recovery, and Enforcement 
                Act of 1989 (12 U.S.C. 1811 note)), and low- 
                and moderate-income persons have access to 
                affordable insurance products regarding all 
                lines of insurance, except health insurance.''.
  Page 1261, after line 6, insert the following new paragraph:
          ``(3) Advisory capacity on council.--The Director 
        shall serve in an advisory capacity on the Financial 
        Services Oversight Council established under the 
        Financial Stability Improvement Act of 2009.''.
  Page 1261, line 9, after ``Secretary'' insert ``in 
coordination with the Secretary of the Department of Health and 
Human Services''.
  Page 1261, line 14, after ``data'' insert ``, including 
financial data,''.
  Page 1262, beginning on line 2, strike ``is authorized to 
write'' and insert ``writes''.
  Page 1262, line 3, strike ``reinsure'' and insert 
``reinsures''.
  Page 1262, line 4, strike ``issue'' and insert ``issues''.
  Page 1278, line 13, strike ``and broadened''.
  Page 1279, line 1, insert ``Federal or State'' after ``any''.
  Page 1279, line 3, insert ``with respect to such study'' 
before ``to modernize''.
  Page 17 of title VII of the bill, as added by the amendment 
TITLE7_02, strike lines 14 and 15 and insert the following:
                  ``(A) permitting any yield spread premium or 
                other similar compensation that would, for any 
                mortgage loan, permit the total amount of 
                direct and indirect compensation from all 
                sources permitted to a mortgage originator to 
                vary based on the terms of the loan (other than 
                the amount of the principal);''.
  Page 17 of title VII of the bill, as added by the amendment 
TITLE7_02, line 25, strike ``including through principal'' and 
insert ``at the option of the consumer, including through 
principal or rate''.
  Page 18 of title VII of the bill, as added by the amendment 
TITLE7_02, line 5, after ``costs were'' insert ``limited by 
agreement with the consumer and were''.
  Page 33 of title VII of the bill, as added by the amendment 
TITLE7_02, line 24, after ``that'' insert ``is insured by the 
Federal Housing Administration or''.
  Page 153 of title VII of the bill, as added by the amendment 
TITLE7_02, line 11, after ``loan'' insert ``, other than a 
reverse mortgage loan insured by the Federal Housing 
Administration,''.
  Add at the end of the bill the following:

        TITLE VIII--FORECLOSURE AVOIDANCE AND AFFORDABLE HOUSING


SEC. 10001. EMERGENCY MORTGAGE RELIEF.

  (a) Use of TARP Funds.--Using the authority available under 
sections 101(a) and 115(a) of division A of the Emergency 
Economic Stabilization Act of 2008 (12 U.S.C. 5211(a), 
5225(a)), the Secretary of the Treasury shall transfer to the 
Secretary of Housing and Urban Development $3,000,000,000, and 
the Secretary of Housing and Urban Development shall credit 
such amount to the Emergency Homeowners' Relief Fund, which 
such Secretary shall establish pursuant to section 107 of the 
Emergency Housing Act of 1975 (12 U.S.C. 2706), as such Act is 
amended by this section, for use for emergency mortgage 
assistance in accordance with title I of such Act.
  (b) Reauthorization of Emergency Mortgage Relief Program.--
Title I of the Emergency Housing Act of 1975 is amended--
          (1) in section 103 (12 U.S.C. 2702)--
                  (A) in paragraph (2)--
                          (i) by striking ``have indicated'' 
                        and all that follows through 
                        ``regulation of the holder'' and insert 
                        ``have certified'';
                          (ii) by striking ``(such as the 
                        volume of delinquent loans in its 
                        portfolio)''; and
                          (iii) by striking ``, except that 
                        such statement'' and all that follows 
                        through ``purposes of this title''; and
                  (B) in paragraph (4), by inserting ``or 
                medical conditions'' after ``adverse economic 
                conditions'';
          (2) in section 104 (12 U.S.C. 2703)--
                  (A) in subsection (b), by striking ``, but 
                such assistance'' and all that follows through 
                the period at the end and inserting the 
                following: ``. The amount of assistance 
                provided to a homeowner under this title shall 
                be an amount that the Secretary determines is 
                reasonably necessary to supplement such amount 
                as the homeowner is capable of contributing 
                toward such mortgage payment, except that the 
                aggregate amount of such assistance provided 
                for any homeowner shall not exceed $50,000.'' ;
                  (B) in subsection (d), by striking ``interest 
                on a loan or advance''and all that follows 
                through the end of the subsection and inserting 
                the following: ``(1) the rate of interest on 
                any loan or advance of credit insured under 
                this title shall be fixed for the life of the 
                loan or advance of credit and shall not exceed 
                the rate of interest that is generally charged 
                for mortgages on single-family housing insured 
                by the Secretary of Housing and Urban 
                Development under title II of the National 
                Housing Act at the time such loan or advance of 
                credit is made, and (2) no interest shall be 
                charged on interest which is deferred on a loan 
                or advance of credit made under this title. In 
                establishing rates, terms and conditions for 
                loans or advances of credit made under this 
                title, the Secretary shall take into account a 
                homeowner's ability to repay such loan or 
                advance of credit.''; and
                  (C) in subsection (e), by inserting after the 
                period at the end of the first sentence the 
                following: ``Any eligible homeowner who 
                receives a grant or an advance of credit under 
                this title may repay the loan in full, without 
                penalty, by lump sum or by installment payments 
                at any time before the loan becomes due and 
                payable.'';
          (3) in section 105 (12 U.S.C. 2704)--
                  (A) by striking subsection (b);
                  (B) in subsection (e)--
                          (i) by inserting ``and emergency 
                        mortgage relief payments made under 
                        section 106'' after ``insured under 
                        this section''; and
                          (ii) by striking ``$1,500,000,000 at 
                        any one time'' and inserting 
                        ``$3,000,000,000'';
                  (C) by redesignating subsections (c), (d), 
                and (e) as subsections (b), (c), and (d), 
                respectively; and
                  (D) by adding at the end the following new 
                subsection:
  ``(e) The Secretary shall establish underwriting guidelines 
or procedures to allocate amounts made available for loans and 
advances insured under this section and for emergency relief 
payments made under section 106 based on the likelihood that a 
mortgagor will be able to resume mortgage payments, pursuant to 
the requirement under section 103(5).'';
          (4) in section 107--
                  (A) by striking ``(a)''; and
                  (B) by striking subsection (b);
          (5) in section 108 (12 U.S.C. 2707), by adding at the 
        end the following new subsection:
  ``(d) Coverage of Existing Programs.--The Secretary shall 
allow funds to be administered by a State that has an existing 
program that is determined by the Secretary to provide 
substantially similar assistance to homeowners. After such 
determination is made such State shall not be required to 
modify such program to comply with the provisions of this 
title.'';
          (6) in section 109 (12 U.S.C. 2708)--
                  (A) in the section heading, by striking 
                ``authorization and'';
                  (B) by striking subsection (a);
                  (C) by striking ``(b)''; and
                  (D) by striking ``1977'' and inserting 
                ``2011'';
          (7) by striking sections 110, 111, and 113 (12 U.S.C. 
        2709, 2710, 2712); and
          (8) by redesignating section 112 (12 U.S.C. 2711) as 
        section 110.

SEC. 10002. ADDITIONAL ASSISTANCE FOR NEIGHBORHOOD STABILIZATION 
                    PROGRAM.

  Using the authority made available under sections 101(a) and 
115(a) of division A of the Emergency Economic Stabilization 
Act of 2008 (12 U.S.C. 5211(a), 5225(a)), the Secretary of the 
Treasury shall transfer to the Secretary of Housing and Urban 
Development $1,000,000,000, and the Secretary of Housing and 
Urban Development shall use such amounts for assistance to 
States and units of general local government for the 
redevelopment of abandoned and foreclosed homes, in accordance 
with the same provisions applicable under the second 
undesignated paragraph under the heading ``Community Planning 
and Development--Community Development Fund'' in title XII of 
division A of the American Recovery and Reinvestment Act of 
2009 (Public Law 111-5; 123 Stat. 217) to amounts made 
available under such second undesignated paragraph, except as 
follows:
          (1) Notwithstanding the matter of such second 
        undesignated paragraph that precedes the first proviso, 
        amounts made available by this section shall remain 
        available until expended.
          (2) The 3rd, 4th, 5th, 6th, 7th, and 15th provisos of 
        such second undesignated paragraph shall not apply to 
        amounts made available by this section.
          (3) Amounts made available by this section shall be 
        allocated based on a funding formula for such amounts 
        established by the Secretary in accordance with section 
        2301(b) of the Housing and Economic Recovery Act of 
        2008 (42 U.S.C. 5301 note), except that--
                  (A) notwithstanding paragraph (2) of such 
                section 2301(b), the formula shall be 
                established not later than 30 days after the 
                date of the enactment of this Act;
                  (B) the Secretary may not establish any 
                minimum grant amount or size for grants to 
                States;
                  (C) the Secretary may establish a minimum 
                grant amount for direct allocations to units of 
                general local government located within a 
                State, which shall not exceed $1,000,000; and
                  (D) each State and local government receiving 
                grant amounts shall establish procedures to 
                create preferences for the development of 
                affordable rental housing for properties 
                assisted with amounts made available by this 
                section.
          (4) Paragraph (1) of section 2301(c) of the Housing 
        and Economic Recovery Act of 2008 shall not apply to 
        amounts made available by this section.
          (5) Section 2302 of the Housing and Economic Recovery 
        Act of 2008 shall not apply to amounts made available 
        by this section.
          (6) The fourth proviso from the end of such second 
        undesignated paragraph shall be applied to amounts made 
        available by this section by substituting ``2013'' for 
        ``2012''.
          (7) Notwithstanding section 2301(a) of the Housing 
        and Economic Recovery Act of 2008, the term ``State'' 
        means any State of the United States, the District of 
        Columbia, the Commonwealth of Puerto Rico, the 
        Commonwealth of the Northern Mariana Islands, Guam, the 
        Virgin Islands, American Samoa, and other territory or 
        possession of the United States for purposes of this 
        section and title III of division B of such Act, as 
        applied to amounts made available by this section.
          (8)(A) None of the amounts made available by this 
        section shall be distributed to--
                  (i) any organization which has been convicted 
                for a violation under Federal law relating to 
                an election for Federal office; or
                  (ii) any organization which employs 
                applicable individuals.
          (B) In this paragraph, the term ``applicable 
        individual'' means an individual who--
                  (i) is--
                          (I) employed by the organization in a 
                        permanent or temporary capacity;
                          (II) contracted or retained by the 
                        organization; or
                          (III) acting on behalf of, or with 
                        the express or apparent authority of, 
                        the organization; and
                  (ii) has been convicted for a violation under 
                Federal law relating to an election for Federal 
                office.
  Page 204, line 14, strike ``may decrease'' and insert 
``decreases''.
  Page 826, after line 20, insert the following new subsection:
  (c) Additional Consumer Protection Regulations in Response to 
State Action.--
          (1) Notice of proposed rule required.--The Agency 
        shall issue a notice of proposed rulemaking whenever a 
        majority of the States has enacted a resolution in 
        support of the establishment or modification of a 
        consumer protection regulation by the Agency.
          (2) Agency considerations required for issuance of 
        final regulation.--Before prescribing a final 
        regulation based upon a notice issued pursuant to 
        paragraph (1), the Agency shall take into account 
        whether--
                  (A) the proposed regulation would afford 
                greater protection to consumers than any 
                existing regulation;
                  (B) the intended benefits of the proposed 
                regulation for consumers would outweigh any 
                increased costs or inconveniences for 
                consumers, and would not discriminate unfairly 
                against any category or class of consumers; and
                  (C) a Federal banking agency has advised that 
                the proposed regulation is likely to present an 
                unacceptable safety and soundness risk to 
                insured depository institutions.
          (3) Explanation of considerations.--The Agency--
                  (A) shall include a discussion of the 
                considerations required in subsection (b) in 
                the Federal Register notice of a final 
                regulation prescribed pursuant to this section; 
                and
                  (B) whenever the Agency determines not to 
                prescribe a final regulation, shall publish an 
                explanation of such determination in the 
                Federal Register, and provide a copy of such 
                explanation to each State that enacted a 
                resolution in support of the proposed 
                regulation, the Committee on Financial Services 
                of the House of Representatives, and the 
                Committee on Banking, Housing, and Urban 
                Affairs of the Senate.
          (4) Reservation of authority.--No provision of this 
        section shall be construed as limiting or restricting 
        the authority of the Agency to enhance consumer 
        protection standards established pursuant to this title 
        in response to its own motion or in response to a 
        request by any other interested person.
          (5) Rule of construction.--No provision of this 
        section shall be construed as exempt the Agency from 
        complying with subchapter II of chapter 5 of title 5, 
        United States Code.
          (6) Definition.--For purposes of this section, the 
        term ``consumer protection regulation'' means a 
        regulation that the Agency is authorized to prescribe 
        under this title, the enumerated consumer laws, or any 
        law or authority transferred under subtitle F or H.
  Page 827, line 4, after ``defendant,'' strike the rest of 
line 4 through line 6 and insert, ``to enforce and secure 
remedies under provisions of this title or regulations issued 
thereunder, or otherwise provided under other law.''.
  Page 831, line 23, after ``that'' insert ``directly and 
specifically''.
  Page 832, beginning on line 8, strike ``National banks'' and 
all that follows through ``State laws.'' on line 9.
  Page 832, line 9, strike ``State laws are'' and insert 
``State consumer financial laws are''.
  Page 832, line 11, strike ``state'' and insert ``State 
consumer financial''.
  Page 832, strike lines 15 through 20, and insert the 
following:
                  ``(B) the State consumer financial law 
                prevents, significantly interferes with, or 
                materially impairs the ability of an 
                institution chartered as a national bank to 
                engage in the business of banking. Any 
                preemption determination under this 
                subparagraph may be made by a court or by 
                regulation or order of the Comptroller of the 
                Currency in accordance with applicable law, on 
                a case-by-case basis. Any such determination by 
                a court shall comply with the standards set 
                forth in subsection (d) of this section, with 
                the court making the subsection (d) finding de 
                novo; or
  Page 832, line 21, insert ``consumer financial'' after 
``State''
  Page 832, strike line 23 and all that follows through page 
833, line 2 and insert the following:
          ``(2) Savings clause.--This Act does not preempt or 
        alter the applicability of any State law to any 
        subsidiary or affiliate of a national bank (other than 
        an institution chartered as a national bank) that is 
        not a depository institution.
  Page 833, strike lines 3 through 17 and insert the following:
          ``(3) Case-by-case determination.--
                  ``(A) Definition.--The term `case-by-case 
                determination pursuant to this section' means a 
                determination made by the Comptroller 
                concerning the impact of a particular State 
                consumer financial law on any national bank 
                that is subject to that law, or the law of any 
                other State with substantively equivalent 
                terms.
                  ``(B) Consultation.--When making case-by-case 
                determination pursuant to this section that a 
                State consumer financial law of another State 
                has a substantively equivalent terms as one 
                that the Comptroller is preempting, the 
                Comptroller shall first consult with the 
                Consumer Financial Protection Agency and shall 
                take such Agency's views into account when 
                making the determination.
          ``(4) Rule of construction.--This Act does not occupy 
        the field in any area of State law.
          ``(5) Standards of review.--
                  ``(A) Preemption.--A court reviewing any 
                determinations made by the Comptroller 
                regarding preemption of a State law by this Act 
                shall assess the validity of such 
                determinations depending upon the thoroughness 
                evident in the agency's consideration, the 
                validity of the agency's reasoning, the 
                consistency with other valid determinations 
                made by the agency, and other factors which the 
                court finds persuasive and relevant to its 
                decision.
                  ``(B) Savings clause.--Except as provided in 
                subparagraph (A), nothing in this section shall 
                affect the deference that a court may afford to 
                the Comptroller in making determinations 
                regarding the meaning or interpretation of 
                title LXII of the Revised Statutes of the 
                United States or other Federal laws.
          ``(6) Comptroller determination not delegable.--Any 
        regulation, order or determination made by the 
        Comptroller of the Currency under subsection (b)(1)(B) 
        shall be made by the Comptroller and shall not be 
        delegable to another officer or employee of the 
        Comptroller of the Currency.
  Page 833, line 18, after ``regulation'' insert ``or order''.
  Page 833, strike line 25 and all that follows through page 
834, line 2, and insert the following: ``prevents, 
significantly interferes with, or materially impairs the 
ability of a national bank to engage in the business of 
banking.''.
  Page 834, line 5, after ``prescribe'' insert ``a'', after 
``regulation'' insert ``or order''.
  Page 835, after line 9, insert new subsections as follows:
  ``(g) Preservation of Powers Related to Charging Interest.--
No provision of this title shall be construed as altering or 
otherwise affecting the authority conferred by section 5197 of 
the Revised Statutes of the United States (12 U.S.C. 85) for 
the charging of interest by a national bank at the rate allowed 
by the laws of the State, territory or district where the bank 
is located, including with respect to the meaning of `interest' 
under such provision.
  ``(h) Transparency of Occ Preemption Determinations.--The 
Comptroller of the Currency shall publish and update no less 
frequently than quarterly, a list of preemption determinations 
by the Comptroller of the Currency then in effect that 
identifies the activities and practices covered by each 
determination and the requirements and constraints determined 
to be preempted.
  Page 835, on lines 21 and 22 strike ``supervisory, 
examination, or regulatory'' and insert ``visitorial''.
  Page 836, strike lines 4 through 7 and renumber subsequent 
sections accordingly.
  Page 836, line 12, after ``or'' delete the rest of line 12 
through line 15 and insert, ``nonpreempted State law against a 
national bank, as authorized by such law, or to seek relief as 
authorized by such law.''.
  Page 838, line 13, after ``that'' and insert ``directly and 
specifically''.
  Page 838, beginning line 19, strike ``Federal savings 
association'' and all that follows through ``State laws.''
  Page 838, beginning on line 20, strike ``State laws are'' and 
insert ``State consumer financial laws are''.
  Page 838, line 22, strike ``state'' and insert ``State 
consumer financial''.
  Page 839, strike lines 1 through 7, and insert the following:
                  ``(B) the State consumer financial law 
                prevents, significantly interferes with, or 
                materially impairs the ability of an 
                institution chartered as a Federal savings 
                association to engage in the business of 
                banking. Any preemption determination under 
                this subparagraph may be made by a court or by 
                regulation or order of the Director of the 
                Office of Thrift Supervision in accordance with 
                applicable law, on a case-by-case basis. Any 
                such determination by a court shall comply with 
                the standards set forth in subsection (d) of 
                this section, with the court making the 
                subsection (d) finding de novo; or
  Page 839, line 8, insert ``consumer financial'' after 
``State''.
  Page 839, strike lines 10 through 14 and insert the 
following:
          ``(2) Savings clause.--This Act does not preempt or 
        alter the applicability of any State law to any 
        subsidiary or affiliate of a Federal savings 
        association (other than an institution chartered as a 
        Federal savings association) that is not a depository 
        institution.
  Page 839, strike line 15 and all that follows through page 
840, line 4 and insert the following:
          ``(3) Case-by-case determination.--
                  ``(A) Definition.--The term `case-by-case 
                determination pursuant to this section' means a 
                determination made by the Director concerning 
                the impact of a particular State consumer 
                financial law on any Federal savings 
                association that is subject to that law, or the 
                law of any other State with substantively 
                equivalent terms.
                  ``(B) Consultation.--When making case-by-case 
                determination pursuant to this section that a 
                State consumer financial law of another State 
                has a substantively equivalent terms as one 
                that the Director of the Office of Thrift 
                Supervision is preempting, the Director shall 
                first consult with the Consumer Financial 
                Protection Agency and shall take such Agency's 
                views into account when making the 
                determination.
          ``(4) Rule of construction.--This Act does not occupy 
        the field in any area of State law.
          ``(5) Standards of review.--
                  ``(A) Preemption.--A court reviewing any 
                determinations made by the Director regarding 
                preemption of a State law by this Act shall 
                assess the validity of such determinations 
                depending upon the thoroughness evident in the 
                agency's consideration, the validity of the 
                agency's reasoning, the consistency with other 
                valid determinations made by the agency, and 
                other factors which the court finds persuasive 
                and relevant to its decision.
                  ``(B) Savings clause.--Except as provided in 
                subparagraph (A), nothing in this section shall 
                affect the deference that a court may afford to 
                the Director in making determinations regarding 
                the meaning or interpretation of the Home 
                Owners' Loan Act or other Federal laws.
          ``(6) Ots determination not delegable.--Any 
        regulation, order, or determination made by the 
        Director of the Office of Thrift Supervision under 
        subsection (b)(1)(B) shall be made by the Director and 
        shall not be delegable to another officer or employee 
        of the Director of the Office of Thrift Supervision.
  Page 840, line 7, after ``regulation'' insert ``or order''.
  Page 840, line 15, after ``regulation'' insert ``or order''.
  Page 840, strike lines 22 through 24 and insert the 
following: ``finding that the provision prevents, significantly 
interferes with, or materially impairs the ability of a Federal 
savings association to engage in the business of banking.''.
  Page 841, after line 23, insert new subsections as follows 
and renumber subsequent sections accordingly:
  ``(g) Preservation of Powers Related to Charging of 
Interest.--No provision of this title shall be construed as 
altering or otherwise affecting the authority conferred by 
section 4(g) of the Home Owners' Loan Act (12 U.S.C. 1463(g)) 
for the charging of interest by a Federal savings association 
at the rate allowed by the laws of the State, territory, or 
district where the bank is located, including with respect to 
the meaning of `interest' under such provision.
  ``(h) Transparency of Ots Preemption Determinations.--The 
Director of the Office of Thrift Supervision shall publish and 
update no less frequently than quarterly, a list of preemption 
determinations by such Director then in effect that identifies 
the activities and practices covered by each determination and 
the requirements and constraints determined to be preempted.
  Page 842, strike lines 13 through 16 and renumber subsequent 
sections accordingly.
  Page 842, line 22, after ``law,'' delete the rest of line 22 
through page 843, line 2 and insert, ``or to seek relief as 
authorized by such law''.
  Page 30, after line 21, insert the following new subsection:
  (e) Study of Effects Consumer Financial Protection Agency 
Regulations and Standards.--
          (1) Study required.--The Council shall conduct a 
        study of the effects that regulations and standards of 
        the Consumer Financial Protection Agency will have on 
        all covered persons (as such term is defined in section 
        4002(9)), including nondepository institution covered 
        persons. The Director of the Consumer Financial 
        Protection Agency shall take the findings of the study 
        into account when issuing regulations.
          (2) Value of nonbank products.--The study shall 
        include an evaluation and assessment of the 
        appropriateness of using ``APR'' as a true measure of 
        the value of all nonbank products.
          (3) Submission.--Not later than 240 days after the 
        date of the enactment of this Act, the Director of the 
        Consumer Financial Protection Agency shall submit the 
        study to Congress and include any recommendations the 
        Director may have for changes in law and regulations to 
        improve consumer protections and maintain access to 
        credit.
  Page 734, strike lines 8 through 12, and insert the 
following:
                  (A) consider the potential benefits and costs 
                to consumers, covered persons, and the Federal 
                Government, including the potential reduction 
                of consumers' access to consumer financial 
                products or services, resulting from such 
                regulation; and
  Page 734, line 20, insert before the period the following: 
``and whether such regulation will have an inconsistent effect 
on nondepository institution covered persons and depository 
institution covered persons''.
  Page 747, after line 21, add the following new subsections:
  (i) No One Size Fits All Regulation of Nonbank Products.--The 
Director shall be required to issue only product specific rules 
and regulations for each of the non-bank products under the 
jurisdiction of the Agency.
  (j) Nonbank Regulatory Appeal Rights.--
          (1) Administrative.--The Agency shall establish a 
        procedure through which a nonbank financial company 
        that has been given contradictory or conflicting 
        supervisory determinations or directives from the 
        Agency and their prudential supervisors will be able to 
        appeal the decisions to a disinterested governing 
        panel.
          (2) Judicial review.--Any nonbank financial company 
        which has been subjected to contradictory or 
        conflicting supervisory determinations or directives 
        may seek judicial review by filing a petition for such 
        review in the United States Court of Appeals for the 
        District of Columbia.
  Page 731, after line 24, insert the following new subsection:
  (h) Assessments for Certain Nondepository Institution Covered 
Persons.--
          (1) In general.--Notwithstanding any other provision 
        of this Act, a nondepository institution covered person 
        shall not be subject to assessments by the Agency if--
                  (A) the assets that are financial activities 
                of that nondepository covered person represent 
                less than a substantial portion of its total 
                assets; and
                  (B) the gross revenues derived from financial 
                activities of that nondepository covered person 
                are less than a substantial portion of its 
                gross revenues.
          (2) Extensive consumer financial products or services 
        operations.--Paragraph (1) shall not apply to 
        nondepository institution covered person that the 
        Director determines has a level of assets or revenues 
        derived from financial activities, a number of 
        transactions in consumer financial products or 
        services, or a number of accounts relating to consumer 
        financial products or services that the Director 
        determines represents an extensive consumer financial 
        products or services operation.
  Page 1068, line 7, strike ``knowingly or recklessly 
violated'' and insert ``was grossly negligent in violating''.
  Page 1068, beginning on line 18, strike ``knowledge and 
recklessness'' and insert ``gross negligence''.
  Page 1019, line 22, strike ``57a(b)'' and insert ``57a''.
  Page 1019, after line 22, insert the following:
          (1) in subsection (a)(1), by striking ``(h)'' and 
        inserting ``(f)'';
  Page 1019, line 23, strike ``(1)'' and insert ``(2)''.
  Page 1020, strike lines 6 through 13 and insert the 
following:
          (3) by striking subsection (c);
          (4) in subsection (d), by striking ``(d)(1) The 
        Commission's'' and all that follows through the end of 
        paragraph (2) and by redesignating paragraph (3) of 
        such subsection as subsection (c);
          (5) In such subsection (c) (as so redesignated), by 
        inserting ``prescribed'' after ``any rule'';
          (6) by striking subsections (f), (i), and (j) and 
        redesignating subsections (e), (g), and (h) as 
        subsections (d), (e), and (f), respectively;
  Page 1020, line 14, strike ``(4)'' and insert ``(7)''.
  Page 1020, after line 14, insert the following:
                  (A) in paragraph (1)(A), by striking 
                ``promulgated'' and inserting ``prescribed'';
  Page 1020, line 15, strike ``(A)'' and insert ``(B)''.
  Page 1020, strike lines 17 through 20 and insert the 
following:
                  (C) in paragraph (3), by striking ``The court 
                shall hold unlawful'' and all that follows 
                through the end of the paragraph; and
                  (D) by striking paragraphs (4) and (5) and 
                inserting the following:
  ``(4) The procedure set forth in this subsection for judicial 
review of a rule prescribed under subsection (a)(1)(B) is the 
exclusive means for such review, other than in an enforcement 
proceeding.''; and
          (7) in subsection (e)(2) (as so redesignated), by 
        striking ``class or persons'' and inserting ``class of 
        persons''.
  Page 754, after line 1, add the following new subsection at 
the end of section 4203:
  (h) Assistive Division for Community Financial 
Institutions.--
          (1) Establishment; purpose.--There is established in 
        the Agency an office to be known as the ``Assistive 
        Division for Community Financial Institutions'' to 
        advise the Director on the impact of Agency policies 
        and regulations on community financial institutions and 
        to help ensure that the policies and regulations of the 
        Agency do not unduly burden community financial 
        institutions.
          (2) Additional duties.--The Assistive Division for 
        Community Financial Institutions shall also--
                  (A) provide assistance to and respond to 
                inquiries from community financial institutions 
                regarding policies of the Agency and the 
                effects of such policies on community financial 
                institutions;
                  (B) provide educational materials, training 
                aides, and support to community financial 
                institutions with respect to any new regulatory 
                obligations the Agency establishes during the 
                initial rule-making period;
                  (C) establish and maintain a toll-free 
                telephone number, to be available at least 8 
                hours a day and 7 days a week, at which 
                community financial institution may make 
                inquiries and receive assistance under 
                subparagraph (A); and
                  (D) perform other duties and exercise such 
                other powers set by the Director.
  Page 949, after line 2, add the following new section (and 
update the table of contents appropriately):

SEC. 4704. REPORTING OF MORTGAGE DATA BY STATE.

  (a) In General.--Section 104(a) of the Helping Families Save 
Their Homes Act of 2009 (division A of Public Law 111-22) is 
amended--
          (1) in paragraph (2), by striking ``resulting'' and 
        inserting ``in each State that result'';
          (2) in paragraph (3), by inserting ``each State for'' 
        after ``modifications in''; and
          (3) in paragraph (4), by inserting ``in each State'' 
        after ``total number of loans''.
  (b) Conforming Amendment.--Section 104(b)(1)(A) of such Act 
is amended by adding at the end the following sentence: ``Not 
later than 60 days after the date of the enactment of the Wall 
Street Reform and Consumer Protection Act of 2009, the 
Comptroller of the Currency and the Director of the Office of 
Thrift Supervision shall update such requirements to reflect 
amendments made to this section by such Act.''.
  In subtitle H of title VII (relating to mortgage reform) 
insert ``and Data Collection'' after ``Reports''
  At the end of title VII (relating to mortgage reform), add 
the following new section (and update the table of contents 
appropriately):

SEC. 9702. REPORTING OF MORTGAGE DATA BY STATE.

  (a) In General.--Section 104(a) of the Helping Families Save 
Their Homes Act of 2009 (division A of Public Law 111-22) is 
amended--
          (1) in paragraph (2), by striking ``resulting'' and 
        inserting ``in each State that result'';
          (2) in paragraph (3), by inserting ``each State for'' 
        after ``modifications in''; and
          (3) in paragraph (4), by inserting ``in each State'' 
        after ``total number of loans''.
  (b) Conforming Amendment.--Section 104(b)(1)(A) of such Act 
is amended by adding at the end the following sentence: ``Not 
later than 60 days after the date of the enactment of the Wall 
Street Reform and Consumer Protection Act of 2009, the 
Comptroller of the Currency and the Director of the Office of 
Thrift Supervision shall update such requirements to reflect 
amendments made to this section by such Act.''.
  Page 119, strike lines 12 to 13 and insert the following new 
paragraph:
          (1) the Board determines that a specified financial 
        company fails to meet prudential standards established 
        by the Board; or
  Page 1035, line 4, strike ``Section'' and insert ``(a) In 
General.--Section''.
  Page 1035, strike lines 7 and 8 and insert the following:
                  (A) by amending paragraph (1)(A) to read as 
                follows:
                  ``(A) In general.--Each credit rating agency 
                shall register as a nationally recognized 
                statistical rating organization for the 
                purposes of this title (in this section 
                referred to as the `applicant'), and shall file 
                with the Commission an application for 
                registration, in such form as the Commission 
                shall require, by rule or regulation issued in 
                accordance with subsection (n), and containing 
                the information described in subparagraph 
                (B).''.
  Page 1035, line 10, strike ``and''.
  Page 1035, line 12, insert ``and'' after the semicolon and 
after such line insert the following:
                  (D) by adding at the end of paragraph (1) the 
                following:
                  ``(F) Exemptions.--The registration 
                requirement in subparagraph (A) shall not apply 
                to--
                          ``(i) a credit rating agency if the 
                        credit rating agency--
                                  ``(I) does not engage in the 
                                provision of credit ratings to 
                                issuers of securities for a 
                                fee; and
                                  ``(II) issues credit ratings 
                                only in any bona fide 
                                newspaper, news magazine, or 
                                business or financial 
                                publication of general and 
                                regular circulation; or
                          ``(ii) such other persons as the 
                        Commission may designate by rules and 
                        regulations or order when in the public 
                        interest and for the protection of 
                        investors.''.
  Page 1067, after line 20, insert the following:
  (b) Conforming Amendment.--Section 3(a)(62) of the Securities 
Exchange Act of 1934 is amended by striking subparagraph (A) 
and redesignating subparagraphs (B) and (C) as subparagraphs 
(A) and (B), respectively.
  Page 731, after line 24, insert the following:
          (4) Financial education and counseling program.--
                  (A) In general.--To the extent such victims 
                cannot be located or such payments are 
                otherwise not practicable, 5 percent of the 
                Victims Relief Fund shall be transferred, up to 
                $10,000,000 on an annual basis, to the 
                Secretary of the Treasury so that the Secretary 
                may carry out the Financial Education and 
                Counseling Grant Program established under 
                section 1132 of the Housing and Economic 
                Recovery Act of 2008 (12 U.S.C. 1701).
                  (B) Memorandum of understanding.--Not later 
                than 12 months after the date of enactment of 
                this subtitle, the Director shall enter into a 
                memorandum of understanding with the Secretary 
                of the Treasury to coordinate the release of 
                Civil Penalty Fund amounts under subparagraph 
                (A).
                  (C) Assistance for individuals at financial 
                risk.--Section 1132 of the Housing and Economic 
                Recovery Act of 2008 (12 U.S.C. 1701) is 
                amended--
                          (i) in subsection (a), by striking 
                        ``prospective homebuyers'' each place 
                        that term appears and inserting 
                        ``individuals at financial risk'';
                          (ii) in subsection (b)--
                                  (I) in paragraph (1), by 
                                striking ``prospective 
                                homebuyers'' and inserting 
                                ``individuals at financial 
                                risk''; and
                                  (II) by adding at the end the 
                                following:
          ``(3) Determination of financial risk.--For purposes 
        of this section, the Director of the Consumer Financial 
        Protection Agency shall establish the criteria used to 
        determine whether an individual is at financial risk, 
        and the Secretary shall use such criteria when 
        selecting organizations under paragraph (2).''; and
                          (iii) in subsection (c)(1)--
                                  (I) in subparagraph (A), by 
                                striking ``or'';
                                  (II) in subparagraph (B), by 
                                striking the period and 
                                inserting ``; or''; and
                                  (III) by adding at the end 
                                the following:
                  ``(C) a nonprofit corporation that--
                          ``(i) is exempt from taxation under 
                        section 501(c)(3) of the Internal 
                        Revenue Code of 1986; and
                          ``(ii) specializes or has expertise 
                        in working with individuals at 
                        financial risk.''.
  Page 1278, after line 17 insert the following:
          (7) Geographic disparities in access to and cost of 
        insurance products.
  Page 35, line 25, insert ``compelled to waive and shall not 
be'' after ``be''.
  Page 26, line 22, strike "``Department of the Treasury'' and 
insert ``Voting Members of the Council''.
  Page 26, line 23, insert ``and all other voting members of 
the Council may, with the approval of the Council,'' after 
``shall''.
  Page 27, line 10, strike ``Secretary of the Treasury'' and 
insert ``Council''.
  Page 33, after line 10, insert the following new section (and 
conform the table of contents accordingly):

SEC. 1100. FEDERAL RESERVE BOARD AUTHORITY THAT OF AGENT ACTING ON 
                    BEHALF OF COUNCIL.

  For purposes of this subtitle, the Board of Governors of the 
Federal Reserve System shall act in the capacity of agent for 
the Council, acting on behalf of the Council.
  Page 1028, after line 10, insert the following new paragraph 
(and redesignate the subsequent paragraph):
          ``(8) Applicable privileges not waived.--An 
        investment advisor, and investment advisor to a private 
        fund, a private fund, foreign private fund advisor, a 
        foreign private fund, an advisor to a venture capital 
        fund, a venture capital fund, or other person shall not 
        be compelled to waive and shall not be deemed to have 
        waived any privilege otherwise applicable to any data 
        or information by transferring the data or information 
        to, or permitting that data or information to be used 
        by--
                  ``(A) the Financial Services Oversight 
                Council; (B)
                  ``(B) the Commission;
                  ``(C) any Federal financial regulator or 
                State financial regulator, in any capacity; or
                  ``(D) any other agency of the Federal 
                Government (as defined in section 6 of title 
                18, United States Code).''.
  Page 701, after line 9, insert the following:
                  (D) Consumer complaint website.--The Director 
                shall establish an Internet website for 
                consumer complaints and inquiries concerning 
                institutions regulated by the Agency. The 
                website shall be interoperable with the 
                database established under subparagraph (A).
  Page 825, after line 12, insert the following:

SEC. 4313. OVERDRAFT PROTECTION NOTICE REQUIREMENTS.

  Not later than 180 days after the date of the enactment of 
this Act, the Director shall promulgate a new rule that 
requires banks to prominently place in each consumer branch 
office information regarding the fees and charges associated 
with enrollment in the bank's overdraft protection program.
  Page 1230, line 15, strike ``$500,000'' and insert 
``1,000,000''.
  Page 1230, line 18, strike ``$100,000'' and insert 
``250,000''.
  Page 1236, line 13, strike ``$8,000,000'' and insert 
``16,000,000''.
  Page 93, line 8, insert ``pursuant to subsection (e)(5)'' 
after ``action''.
  Page 93, beginning line 12, insert the following new 
subsection:
  (i) Rule of Construction.--Nothing in subsection (h) shall be 
construed as limiting the authority of a Federal financial 
regulatory agency to take action with respect to a financial 
company subject to the jurisdiction of such agency pursuant to 
applicable law other than this section.
  Page 22, after line 12, insert the following new 
subparagraph:
                  (C) A State securities commissioner (or an 
                officer performing like functions), to be 
                designated by a selection process determined by 
                such State securities commissioners, provided 
                that the term for which a State securities 
                commissioner may serve shall last no more than 
                the 2-year period beginning on the date that 
                the commissioner is selected.
  Page 253, after line 21, insert the following new paragraph:
          (3) Section 4(j) of the Bank Holding Company Act of 
        1956 is amended by inserting after paragraph (4) the 
        following new paragraph (and redesignating succeeding 
        paragraphs accordingly):
          ``(5) Financial stability.--
                  ``(A) In general.--In every case, the Board 
                shall take into consideration the extent to 
                which the proposed acquisition, merger, or 
                consolidation may pose risk to the stability of 
                the United States financial system or the 
                economy of the United States, including the 
                resulting scope, nature, size, scale, 
                concentration, or interconnectedness of 
                activities that are financial in nature.
                  ``(B) Standards for approval.--The Board may, 
                in the sole discretion of the Board, disapprove 
                any acquisition, merger, or consolidation of, 
                or by, a financial holding company subject to 
                stricter standards if the Board determines that 
                the resulting concentration of liabilities on a 
                consolidated basis is likely to pose a great 
                threat to financial stability during times of 
                severe economic distress.''.
  Page 255, after line 2, insert the following new section:

SEC. 1316. MUTUAL NATIONAL BANKS AND FEDERAL MUTUAL BANK HOLDING 
                    COMPANIES AUTHORIZED.

  (a) In General.--Chapter one of title LXII of the Revised 
Statutes of the United States (12 U.S.C. 21 et seq.) is amended 
by inserting after section 5133 the following new sections:

``SEC. 5133A. MUTUAL NATIONAL BANKS.

  ``(a) In General.--Notwithstanding the section designated the 
`Third' of section 5134, in order to provide mutual 
institutions for the deposit of funds, the extension of credit, 
and provision of other services, the Comptroller of the 
Currency may charter mutual national banks either de novo or 
through a conversion of any insured depository institution or 
any State mutual bank or credit union, subject to regulations 
prescribed by the Comptroller of the Currency in accordance 
with this section. The powers conferred by this section are 
intended to provide for the creation and maintenance of mutual 
national banks as bodies corporate existing in perpetuity for 
the benefit of their depositors and the communities in which 
they operate.
  ``(b) Regulations.--
          ``(1) Regulations of the comptroller.--The 
        Comptroller of the Currency is authorized to prescribe 
        appropriate regulations for the organization, 
        incorporation, examination, operation, and regulation 
        of mutual national banks. Except to the extent that 
        such existing regulations conflict with sections 5133A 
        and 5133B, mutual national banks shall be subject to 
        the regulations of the Director of the Office of Thrift 
        Supervision governing corporate organization, 
        governance, and conversion of mutual institutions, as 
        in effect on the date of the enactment of the Wall 
        Street Reform and Consumer Protection Act of 2009, 
        including parts 543, 544, 546, 563b, and 563c of 
        chapter V of title 12, Code of Federal Regulations (as 
        in effect on that date), for up to 3 years beginning on 
        the date of the enactment of the Wall Street Reform and 
        Consumer Protection Act of 2009.
          ``(2) Applicability of capital stock requirements.--
        The Comptroller of the Currency shall prescribe 
        regulations regarding the manner in which requirements 
        of this title with respect to capital stock, and 
        limitations imposed on national banks under this title 
        based on capital stock, shall apply to mutual national 
        banks.
  ``(c) Conversions.--
          ``(1) Conversion of a mutual depository to a mutual 
        national bank.--Subject to such regulations as the 
        Comptroller of the Currency may prescribe for the 
        protection of depositors' rights and for any other 
        purpose the Comptroller of the Currency may consider 
        appropriate, any mutual depository may convert to a 
        mutual national bank by filing with the Comptroller of 
        the Currency a notice of its election to convert on a 
        specified date that is not earlier than 30 days after 
        the date on which the notice is filed, and the mutual 
        depository shall be converted to a mutual national bank 
        charter on the date specified in the notice.
          ``(2) Conversion to stock national bank.--Subject to 
        such regulations as the Comptroller of the Currency may 
        prescribe for the protection of depositors' rights and 
        for any other purpose the Comptroller of the Currency 
        may consider appropriate, any national bank that is 
        organized in the mutual form under subsection (a) may 
        reorganize as a stock national bank.
          ``(3) Conversion to state banks.--Any national mutual 
        bank may convert to a State bank charter in accordance 
        with regulations prescribed by the Comptroller of the 
        Currency and applicable State law.
  ``(d) Terminating Mutuality.--If a mutual national bank 
elects to terminate mutuality, it must do so by--
          ``(1) liquidating; or
          ``(2) converting to a national banking association 
        operating in stock form.
  ``(e) Status and Rights of Members.--
          ``(1) In general, the status of a member is primarily 
        that of a depositor and secondarily that of a holder of 
        a contingent right to participate in the equity of a 
        mutual national bank upon a liquidation or conversion.
          ``(2) Each member of a mutual national bank shall 
        have the following rights:
                  ``(A) Such rights as may be agreed upon, by 
                contract, between the member and the mutual 
                national bank.
                  ``(B) The right to vote for members of the 
                board of directors of the mutual national bank.
                  ``(C) The right to attend any meeting of 
                members properly called by the board of 
                directors of a mutual national bank.
                  ``(D) In the event the board of directors, in 
                its sole discretion, determines a conversion of 
                a mutual national bank to a national banking 
                association operating in stock form is in the 
                best interests of the community in which the 
                bank operates and the members approve the 
                conversion through a special proxy, then the 
                members as of a record date set by the board of 
                directors shall have the first right to 
                subscribe for and purchase stock in the 
                converted bank.
                  ``(E) In the event the board of directors, in 
                its sole discretion, determines a liquidation 
                of the mutual national bank is in the best 
                interests of the community in which the bank 
                operates and the members approve the 
                liquidation, or if for any other reason the 
                bank is liquidated by operation of law, then 
                the members as of the date of liquidation shall 
                have the right to have credited to their 
                accounts, on a pro rata basis, any residual 
                assets left after the liquidation of the mutual 
                national bank.
          ``(3) In the consideration of all questions requiring 
        action by the members of a national mutual bank, the 
        bank may provide in its charter that each member shall 
        be permitted (i) one vote per member, or (ii) to cast 
        one vote for each $100, or fraction thereof, of the 
        withdrawal value of the member's account, but not more 
        than 1,000 votes per member.
  ``(f) Proxies.--
          ``(1) A member may give, in writing or 
        electronically, a perpetual proxy to a committee of the 
        board of directors of a mutual depository, provided 
        that the member may revoke such a proxy in writing or 
        electronically, with such revocation to take effect 
        after six business days.
          ``(2) Such proxies may be used to vote on any issue 
        requiring approval of the members, including the 
        conversion of a mutual depository into a mutual 
        national bank and the reorganization of a mutual 
        national bank into a Federal mutual bank holding 
        company, except that, without a prior finding by the 
        regulator of the mutual national bank that such action 
        is needed to avoid loss to the Federal Deposit 
        Insurance Corporation's deposit insurance fund or to 
        protect the stability of the United States financial 
        system, such proxies may not be used to vote in favor 
        of--
                  ``(A) terminating mutuality for a mutual 
                national bank or a Federal mutual bank holding 
                company;
                  ``(B) permitting the modification of a 
                Federal mutual bank holding company; or
                  ``(C) issuing mutual capital certificates 
                (except when used to found a mutual national 
                bank or a Federal mutual bank holding company 
                de novo).
          ``(3) Proxies given by a member, in writing or 
        electronically, to management of, or to a committee of 
        the board of directors of, a mutual depository shall 
        not be deemed to have been revoked solely because of, 
        and shall continue to exist following, a conversion to 
        a mutual national bank and any concurrent or subsequent 
        reorganization to a Federal mutual bank holding 
        company.
  ``(g) Definitions.--For purposes of this section, the 
following definitions shall apply:
          ``(1) Insured depository institution.--The term 
        `insured depository institution' has the same meaning 
        as in section 3 of the Federal Deposit Insurance Act.
          ``(2) Mutual national bank.--The term `mutual 
        national bank' means a national banking association 
        that operates in mutual form and is chartered by the 
        Comptroller of the Currency under this section.
          ``(3) Mutual depository.--The term `mutual 
        depository' means a depository institution that is 
        organized in non-stock form, including a Federal non-
        stock depository and any form of non-stock depository 
        provided for under State law, the deposits of which are 
        insured by an instrumentality of the Federal 
        Government.
          ``(4) Mutuality.--The term `mutuality' means the 
        quality of being an insured depository institution 
        organized under a Federal or State law providing for 
        the organization of non-stock depository institutions, 
        or a holding company organized under a Federal or State 
        law providing for the organization of non-stock 
        entities that control one or more depository 
        institutions.
          ``(5) Member.--The term `member' means each tax-
        liable depositor in a mutual depository's savings, 
        demand, or other authorized depository accounts and 
        each tax-liable depositor in such an account in a 
        depository subsidiary of a Federal mutual bank holding 
        company.
          ``(6) Tax liable depositor.--The term `tax liable 
        depositor' means the single person responsible for 
        paying any Federal taxes due on any interest paid on 
        any deposits held within any savings, demand, or other 
        authorized depository account or accounts with any 
        mutual depository.
          ``(7) Membership rights.--The term `membership 
        rights' means the rights of each member under this 
        section.
  ``(h) Conforming References.--Unless otherwise provided by 
the Comptroller of the Currency--
          ``(1) any reference in any Federal law to a national 
        bank operating in stock form, including a reference to 
        the term `national banking association', `member bank', 
        `national bank', `national association', `bank', 
        `insured bank', `insured depository institution', or 
        `depository institution', shall be deemed to refer also 
        to a mutual national bank;
          ``(2) any reference in any Federal law to the term 
        `board of directors', `director', or `directors' of a 
        national bank operating in stock form shall be deemed 
        to refer also to the board of a mutual national bank; 
        and
          ``(3) any terms in Federal law that may apply only to 
        a national bank operating in stock form, including the 
        terms `stock', `shares', `shares of stock', `capital 
        stock', `common stock', `stock certificate', `stock 
        certificates', `certificates representing shares of 
        stock', `stock dividend', `transferable stock', `each 
        class of stock', `cumulate such shares', `par value', 
        `preferred stock' shall not apply to a mutual national 
        bank, unless the Comptroller of the Currency determines 
        that the context requires otherwise.

``SEC. 5133B. FEDERAL MUTUAL BANK HOLDING COMPANIES.

  ``(a) Reorganization of Mutual National Bank as a Holding 
Company.--
          ``(1) In general.--Subject to approval under the Bank 
        Holding Company Act of 1956, a mutual national bank may 
        reorganize so as to become a Federal mutual bank 
        holding company by submitting a reorganization plan to 
        the appropriate bank holding company regulator.
          ``(2) Plan approval.--Upon the approval of the 
        reorganization plan by the appropriate bank holding 
        company regulator and the issuance of the appropriate 
        charters--
                  ``(A) the substantial part of the mutual 
                national bank's assets and liabilities, 
                including all of the bank's insured 
                liabilities, shall be transferred to a national 
                banking association, a majority of the shares 
                of voting stock of which is owned, directly or 
                indirectly, by the mutual national bank that is 
                to become a Federal mutual bank holding 
                company; and
                  ``(B) the mutual national bank shall become a 
                Federal mutual bank holding company.
  ``(b) Directors and Certain Account Holders' Approval of Plan 
Required.--This subsection does not authorize a reorganization 
unless--
          ``(1) a majority of the mutual national bank's board 
        of directors has approved the plan providing for such 
        reorganization; and
          ``(2) a majority of members has approved the plan at 
        a meeting held at the call of the directors under the 
        procedures prescribed by the bank's charter and bylaws.
  ``(c) Ownership of Depository Subsidiaries.--To avoid 
terminating mutuality, a Federal mutual bank holding company 
must own, directly or indirectly, a majority of the shares of 
voting stock of each of its depository subsidiaries.
  ``(d) No Termination of Mutuality.--Neither a reorganization 
of a mutual depository nor a modification of a Federal mutual 
bank holding company shall cause a termination of mutuality.
  ``(e) Retention of Capital.--In connection with a transaction 
described in subsection (a), a mutual national bank may, 
subject to the approval of the appropriate bank holding company 
regulator, retain capital at the holding company level to the 
extent that the capital retained at the holding company level 
exceeds the amount of capital required for the national banking 
association chartered as a part of a transaction described in 
subsection (a) to meet all relevant capital standards 
established by the Comptroller of the Currency for national 
banking associations.
  ``(f) Terminating Mutuality.--If a Federal mutual bank 
holding company elects to terminate mutuality, it must do so by 
either liquidating or converting to a bank holding company 
operating in stock form.
  ``(g) Membership Rights.--Holders of savings, demand, or 
other authorized depository accounts in a depository subsidiary 
of a Federal mutual bank holding company shall have the same 
membership rights with respect to the Federal mutual bank 
holding company as those holders would have had if the 
depository subsidiary of the Federal mutual bank holding 
company had been a mutual national bank.
  ``(h) Regulation.--A Federal mutual bank holding company 
shall be--
          ``(1) chartered by the appropriate bank holding 
        company regulator and shall be subject to such 
        regulations as the appropriate bank holding company 
        regulator shall prescribe; and
          ``(2) regulated under the Bank Holding Company Act of 
        1956 on the same terms and subject to the same 
        limitations as any other company that controls a bank.
  ``(i) Capital Improvement.--
          ``(1) Pledge of stock of national bank subsidiary.--
        This section shall not prohibit a Federal mutual bank 
        holding company from pledging all or a portion of the 
        stock of the national banking association chartered as 
        part of a transaction described in subsection (a) to 
        raise capital for such national banking association.
          ``(2) Issuance of nonvoting shares.--This section 
        shall not prohibit a national banking association 
        chartered as part of a transaction described in 
        subsection (a) from issuing any nonvoting shares or 
        less than 50 percent of the voting shares of such bank 
        to any person other than the Federal mutual bank 
        holding company.
  ``(j) Insolvency and Liquidation.--
          ``(1) In general.--Notwithstanding any other 
        provision of law, the appropriate bank holding company 
        regulator may file a petition under chapter 7 of title 
        11, United States Code, with respect to a Federal 
        mutual bank holding company upon--
                  ``(A) the default of any national bank--
                          ``(i) the stock of which is owned by 
                        the Federal mutual bank holding 
                        company; and
                          ``(ii) that was chartered in a 
                        transaction described in subsection 
                        (a); or
                  ``(B) a foreclosure on a pledge by the 
                Federal mutual bank holding company described 
                in subsection (i)(1).
          ``(2) Distribution of net proceeds.--Except as 
        provided in paragraph (3), the net proceeds of any 
        liquidation of any Federal mutual bank holding company 
        under paragraph (1) shall be transferred to persons who 
        hold membership interests in such Federal mutual bank 
        holding company.
          ``(3) Recovery by fdic.--If the Federal Deposit 
        Insurance Corporation incurs a loss as a result of the 
        default of any insured bank subsidiary of a Federal 
        mutual bank holding company that is liquidated under 
        paragraph (1), the Federal Deposit Insurance 
        Corporation shall succeed to the interests of the 
        depositors of the bank as members in the Federal mutual 
        bank holding company, to the extent of the Federal 
        Deposit Insurance Corporation's loss.
  ``(k) Definitions.--
          ``(1) Federal mutual bank holding company.--The term 
        `Federal mutual bank holding company' means a holding 
        company that is organized in mutual form and owns, 
        directly or indirectly, a majority of the shares of 
        voting stock of one or more depository subsidiaries of 
        a Federal mutual bank holding company.
          ``(2) Depository subsidiary of a federal mutual bank 
        holding company.--The term `depository subsidiary of a 
        Federal mutual bank holding company' means a depository 
        institution organized in stock form that is insured by 
        the Federal Deposit Insurance Corporation, the majority 
        of the shares of voting stock of which are owned by the 
        Federal mutual bank holding company or its wholly owned 
        subsidiaries and none of the shares of stock of which 
        are pledged or otherwise subjected to lien except as 
        permitted in subsection (i).
          ``(3) Reorganization of a mutual depository.--The 
        term `reorganization of a mutual depository' means the 
        conversion of a mutual depository into a depository 
        subsidiary of a Federal mutual bank holding company.
          ``(4) Modification of a federal mutual bank holding 
        company.--The term `modification of a Federal mutual 
        bank holding company' means either (A) the sale of 
        shares of common or preferred stock in a depository 
        subsidiary of a Federal mutual bank holding company to 
        any party other than the subsidiary's parent Federal 
        mutual bank holding company or a wholly owned 
        subsidiary of that parent, or (B) the voluntary grant 
        of a lien on shares of common or preferred stock in a 
        depository subsidiary of a Federal mutual bank holding 
        company.
          ``(5) Default.--With respect to a national bank, the 
        term `default' means an adjudication or other official 
        determination by any court of competent jurisdiction, 
        the Comptroller of the Currency, or other public 
        authority pursuant to which a conservator, receiver, or 
        other legal custodian is appointed for the national 
        bank.
  ``(l) Conforming References.--Unless otherwise provided by 
the appropriate bank holding company regulator--
          ``(1) any reference in any Federal law to a bank 
        holding company operating in stock form shall be deemed 
        to refer also to a Federal mutual bank holding company;
          ``(2) any reference in any Federal law to the term 
        `board of directors', `director', or `directors' of a 
        national bank operating in stock form shall be deemed 
        to refer also to the board of a Federal mutual bank 
        holding company; and
          ``(3) any terms in Federal law that may apply only to 
        a national bank operating in stock form, including the 
        terms `stock', `shares', `shares of stock', `capital 
        stock', `common stock', `stock certificate', `stock 
        certificates', `certificates representing shares of 
        stock', `stock dividend', `transferable stock', `each 
        class of stock', `cumulate such shares', `par value', 
        `preferred stock' shall not apply to a Federal mutual 
        bank holding company, unless the appropriate bank 
        holding company regulator determines that the context 
        requires otherwise.''.
  (b) Limitation on Federal Regulation of State Banks.--Except 
as otherwise provided in Federal law, the Comptroller of the 
Currency, the Board of Governors of the Federal Reserve System, 
and the Federal Deposit Insurance Corporation may not adopt or 
enforce any regulation that contravenes the corporate 
governance rules prescribed by State law or regulation for 
State banks unless the Director, Board, or Corporation finds 
that the Federal regulation is necessary to assure the safety 
and soundness of the State banks.
  (c) Technical Amendment.--The table of sections for chapter 
one of title LXII of the Revised Statutes of the United States 
(12 U.S.C. 21 et seq) is amended by inserting after the item 
relating to section 5133 the following new items:

``5133A. Mutual national banks
``5133B. Federal mutual bank holding companies''

  (d) Appropriate Federal Banking Agency for Federal Mutual 
Bank Holding Companies.--Section 3(q)(1) of the Federal Deposit 
Insurance Act (12 U.S.C. 1813(q)(2)) is amended by inserting 
after subparagraph (F) the following new subparagraph:
                  ``(G) supervisory or regulatory proceedings 
                arising from the authority given to the 
                appropriate bank holding company regulator 
                under section 5133B of the Revised Statutes of 
                the United States.''.
  (e) Mutual Holding Company Conversion.--
          (1) In general.--Any mutual holding company, 
        including any form of mutual depository holding company 
        provided for under State law, may convert to a Federal 
        mutual bank holding company by filing with the 
        appropriate bank holding company regulator a notice of 
        its election to convert on a specified date that is not 
        earlier than 30 days after the date on which the notice 
        is filed, and the mutual holding company shall be 
        converted to a Federal mutual holding company charter 
        on the date specified in the notice.
          (2) Definitions.--For purposes of this subsection, 
        the following definitions shall apply:
                  (A) Federal mutual bank holding company.--The 
                term ``Federal mutual bank holding company'' 
                has the same meaning as in section 5133B of the 
                Revised Statutes of the United States (as added 
                by this section); and
                  (B) Mutual holding company.--The term 
                ``mutual holding company'' has the same meaning 
                as in section 10(o)(10)(A) of the Home Owners 
                Loan Act as in effect on the day before the 
                date of enactment of this Act.
  (f) Effective Date.--This section shall take effect on the 
date of enactment of this Act.
  Page 255, after line 2, insert the following new section (and 
conform the table of contents accordingly):

SEC. 1316. NATIONWIDE DEPOSIT CAP FOR INTERSTATE ACQUISITIONS.

  (a) Amendments to the Bank Holding Company Act of 1956.--
          (1) Concentration limit for bank holding companies.--
        Section 3(d)(2)(A) of the Bank Holding Company Act (12 
        U.S.C. 1842(d)(2)(A)) is amended by striking 
        ``paragraph (1)(A)''" and inserting ``subsection (a) of 
        this section''.
          (2) Removal of nonbank savings association provision 
        in light of being defined as a bank.--Section 4 of the 
        Bank Holding Company Act is amended by striking 
        subsection (i) and insert the following new subsection:
  ``(i) [Repealed.]''.
  (b) Amendments to the Federal Deposit Insurance Act.--
          (1) In general.--Section 18(e) of the Federal Deposit 
        Insurance Act (12 U.S.C. I 828(c)) is amended--
                  (A) by redesignating paragraph (12) as 
                paragraph (13); and
                  (B) by inserting after paragraph (11), the 
                following new paragraph:
          ``(12) Nationwide deposit cap.--The responsible 
        agency may not approve an application for an interstate 
        merger transaction if the resulting insured depository 
        institution (including all insured depository 
        institutions which are affiliates of the resulting 
        insured depository institution), upon consummation of 
        the transaction, would control more than 10 percent of, 
        the total amount of deposits of insured depository 
        institutions in the United States.''.
          (2) Parallel requirement.--Section 44(b)(2) of the 
        Federal Deposit Insurance Act (12 U.S.C. 1831u(b)(2)(A) 
        is amended to read as follows:
                  ``(A) Nationwide concentration limits.--The 
                responsible agency may not approve an 
                application for an interstate merger 
                transaction involving two or more insured 
                depository institutions if the resulting 
                insured depository institution (including all 
                insured depository institutions which are 
                affiliates of such institution), upon 
                consummation of the transaction would control 
                more than 10 percent of the total amount of 
                deposits of insured depository institutions in 
                the United States.''.
  (c) Amendments to the Home Owners' Loan Act.--Section 
10(e)(2) of the Home Owners' Loan Act (12 U.S.C. 467a(e)(2)) is 
amended--
          (1) by striking ``or'' at the end of subparagraph 
        (C); and
          (2) by striking the period at the end of subparagraph 
        (D), the following new subparagraph:
                  ``(E) in the case of an application involving 
                an interstate acquisition, if the applicant 
                (including all insured depository institutions 
                which are affiliates of the applicant) 
                controls, or upon consummation of the 
                acquisition for which such application is filed 
                would control, more than 10 percent of the 
                total amount of deposits of insured depository 
                institutions in the United States.".''.
  Page 763, beginning online 11, strike ``authority to 
exercise'' and all that follows through ``this title'' and 
insert ``rulemaking, supervisory, enforcement or other 
authority, including the authority to order assessments, under 
this title''.
  Page 436, after line 11, insert the following new section:

SEC. 1615. TREASURY STUDY.

  (a) Study Required.--The Secretary shall carry out a study 
analyzing how the resolution authority provided under this 
subtitle should be funded. Such study shall consider the 
following factors:
          (1) The consequences of any assessments on the 
        overall recovery of the economy of the United States.
          (2) Any immediate or continuing consequences of 
        assessments on other aspects of the economy of the 
        United States, including job creation, public and 
        private investments, small business loans, and general 
        credit availability.
          (3) The consequences of any assessments on individual 
        sectors of the financial services industry.
          (4) The consequences of any assessments on the 
        financial integrity on individual firms within each 
        sector of the financial services industry.
          (5) The appropriateness and effect of assessments on 
        firms that are subject to separate assessments under 
        existing State or Federal depositor, policyholder, or 
        investor protection mechanisms and the consequences of 
        any such assessments on these mechanisms themselves.
          (6) The implications of assessments on all relevant 
        stakeholders, including taxpayers, depositors, 
        insurance policyholders, investors, counterparties, and 
        creditors.
          (7) Evaluation of the appropriate assessment base, 
        including but not limited to factors such as assets and 
        liabilities, assets under management, policyholder 
        reserves, other reserves, statutory and regulatory 
        capital requirements, trusteed assets, and deposits and 
        inflationary factors.
  (b) Report.--Not later than the end of the 6-month period 
beginning on the date of the enactment of this subtitle, the 
Secretary shall issue a report to the Congress containing all 
determinations and conclusions made by the Secretary in 
carrying out the study required under subsection (a).
  Page 894, after line 4, add at the end of section 4601(a)(1) 
the following new subparagraph:
                  (C) Retention of consumer advisory council.--
                          (i) Retention and continuation.--
                        Notwithstanding the transfer of 
                        functions under subparagraph (A), the 
                        Consumer Advisory Council established 
                        by the Board of Governors pursuant to 
                        section 703(b) of Public Law 90-321 (15 
                        U.S.C. 1691b(b)) shall continue as an 
                        entity within the Federal Reserve 
                        System.
                          (ii) Additional functions.--In 
                        addition to the functions performed by 
                        the Consumer Advisory Council as of the 
                        designated transfer date, the Consumer 
                        Advisory Council shall--
                                  (I) submit to the Director 
                                (and make available to the 
                                public) an annual set of 
                                recommendations for consumer 
                                protection regulations and meet 
                                with the Director to discuss 
                                the annual recommendations;
                                  (II) meet with the Board of 
                                Governors of the Federal 
                                Reserve System at least once a 
                                year and provide oral or 
                                written representations 
                                concerning matters within the 
                                jurisdiction of the Board; and
                                  (III) call for information 
                                and make recommendations in 
                                regard to consumer protection 
                                regulations.
                          (iii) Response to recommendations.--
                        When the Chair of the Federal Reserve 
                        testifies before Congress, the Chair 
                        shall also testify about the 
                        recommendations of the Consumer 
                        Advisory Council under clause (ii)(II) 
                        and its recommendations for consumer 
                        protection regulations.
  Page 216, line 21, strike ``or''.
  Page 216, after line 21, insert the following new 
subparagraphs:
                                  ``(II) a change of control of 
                                an industrial bank, its section 
                                6 holding company, or any 
                                entity that directly or 
                                indirectly controls the 
                                industrial bank, in a 
                                transaction other than a merger 
                                described in subclause (I), by 
                                an acquiring company that is 
                                predominately engaged in 
                                activities not permissible for 
                                a financial holding company 
                                pursuant to subsection (k), 
                                if--
                                          ``(aa) the 
                                        transaction is approved 
                                        by the appropriate 
                                        Federal banking agency 
                                        and the Board; and
                                          ``(bb) the industrial 
                                        bank does not 
                                        thereafter establish a 
                                        domestic branch as 
                                        defined in section 3(o) 
                                        of the Federal Deposit 
                                        Insurance Act (12 
                                        U.S.C. 1813(o)),
                                  ``(III) an inadvertent 
                                acquisition of control, as 
                                determined by the Board, if 
                                such inadvertent acquisition of 
                                control is reversed or 
                                rectified within 180 days of 
                                its discovery, or''.
  Page 216, line 22, strike ``(II)'' and insert ``(IV)''.
  Page 669, line 15, insert ``(b),'' after ``Subsections''.
  Page 669, line 20, insert ``except for section 505 as it 
applies to section 501(b)'' before the period.
  Page 670, after line 9, insert the following:
                  (N) Section 626 of the Omnibus Appropriations 
                Act, 2009 (Public Law 111-8).
                  (O) The Unlawful Internet Gambling 
                Enforcement Act of 2006.
  Page 701, line 1, insert ``the Federal Trade Commission,'' 
after ``banking agencies,''.
  Page 714, line 13, strike ``received and collected'' and 
insert ``identified''.
  Page 743, line 3, insert ``a provision of'' after ``reports 
under''.
  Page 743, line 4, insert ``a provision of'' after ``title,''.
  Page 743, line 5, insert ``any provision of'' after ``law,''.
  Page 743, line 8, insert ``under that provision of law'' 
after ``exclusive authority''.
  Page 897, beginning on line 21, strike ``Backstop''.
  Page 898, line 2, strike ``4202(e)(3)'' and insert 
``paragraph (2) or (3) of section 4202(e)''.
  Page 898, line 8, insert ``transferred under subsection (a)'' 
after ``functions''.
  Page 954, line 2, insert ``and shall not apply to the term 
`Board' when used in reference to the Federal Deposit Insurance 
Corporation or the National Credit Union Administration'' 
before the period.
  Page 957, line 3, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 957, line 20, insert ``(and except for any insertion of 
`Federal Trade Commission' made by this subtitle)'' after 
``subparagraph (B)''.
  Page 958, line 2, strike ``and 129(m) (as amended by 
paragraph (7))'' and insert ``129(m) (as amended by paragraph 
(7)), 140A, or 149 (as amended by paragraph (8)).''.
  Page 959, after line 13, insert the following:
          (8) Section 149.--Section 149(b) of the Truth in 
        Lending Act (15 U.S.C. 1665d(b)) is amended by 
        inserting ``the Federal Trade Commission,'' after ``in 
        consultation with''.
  Page 960, beginning on line 1, strike ``paragraph (7)(A)'' 
and insert `` paragraphs (7)(B), (8)(A), (8)(C), and (8)(D) of 
this subsection (and except for any insertion of `Federal Trade 
Commission' made by this subtitle)''.
  Page 961, after line 21, insert the following:
          (5) Section 609.--Section 609(d)(1) of the Fair 
        Credit Reporting Act (15 U.S.C. 1681g(d)(1)) is amended 
        by inserting ``the Federal Trade Commission,'' after 
        ``in consultation with''.
  Page 961, line 22, strike ``(5)'' and insert ``(6)''.
  Page 961, line 22, strike ``611(e)(2)'' and insert 
``611(e)''.
  Page 961, line 23, strike ``15 U.S.C.1681i(e)(2)'' and insert 
``15 U.S.C. 1681i(e)''.
  Page 961, line 24, strike ``amended to read as follows:'' and 
insert ``amended--'', and after such line insert the following:
                  (A) by amending paragraph (2) to read as 
                follows:
  Page 962, line 5, strike the period following the quotation 
marks and insert ``; and'' and after such line insert the 
following:
                  (B) in the heading of paragraph (3) by 
                inserting ``Consumer reporting'' before 
                ``agency''.
  Page 962, strike lines 6 through 8 and insert the following:
          (7) Section 615.--Section 615 of the Fair Credit 
        Reporting Act (15 U.S.C. 1681m) is amended--
                  (A) in subsection (d)(2)(B), by inserting 
                ``the Federal Trade Commission,'' after ``in 
                consultation with'';
                  (B) in subsection (e)(1), by striking ``and 
                the Commission'' and inserting ``the Federal 
                Trade Commission, the Securities and Exchange 
                Commission, and the Commodities Futures Trading 
                Commission''; and
                  (C) by striking subparagraph (A) of 
                subsection (h)(6) and inserting the following:
  Page 962, line 11, strike ``(7)'' and insert ``(8)''.
  Page 963, line 2, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 968, after line 7 insert the following:
                  (C) in paragraph (2) of subsection (c)--
                          (i) by inserting ``the Agency and'' 
                        before ``the Federal Trade Commission'' 
                        in the first sentence;
                          (ii) by inserting ``Agency and the 
                        Federal Trade'' after ``provide the''; 
                        and
                          (iii) by inserting ``Agency,'' before 
                        ``Federal Trade Commission'' in the 
                        second sentence;
                  (D) in paragraph (4) of subsection (c)--
                          (i) by inserting ``Agency'', before 
                        ``the Federal Trade Commission''; and
                          (ii) inserting ``Agency, the Federal 
                        Trade'' after ``complaint of the'';
                  (E) in paragraph (2) of subsection (f), by 
                inserting ``the Federal Trade Commission'' 
                after ``in consultation with'';
  Page 968, line 8, strike ``(C)'' and insert ``(F)''.
  Page 968, beginning on line 12, strike ``with respect to a 
covered person described in subsection (b)'' and insert ``, 
except that, with respect to sections 615(e) and 628 of this 
title, the agencies identified in subsections (a) and (b) of 
this section shall prescribe such regulations as necessary to 
carry out the purposes of such sections with respect to 
entities within their enforcement authority under such 
subsections''.
  Page 968, line 14, strike ``(D)'' and insert ``(G)''.
  Page 973, strike lines 8 and 9 and insert the following:
                          (iii) in paragraph (1)(B)--
                                  (I) by inserting ``of 
                                Governors of the Federal 
                                Reserve System'' after 
                                ``Board''; and
                                  (II) by striking ``and'' 
                                after the semicolon;
  Page 974, line 2, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 978, line 4, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 982, line 21, strike ``and'' and after such line insert 
the following:
                          (iii) in paragraph (l)(B), by 
                        inserting ``of Governors of the Federal 
                        Reserve System'' after ``Board'';
  Page 982, line 22, strike ``(iii)'' and insert ``(iv)''.
  Page 983, line 7, insert ``(other than the Consumer Financial 
Protection Agency)'' after ``agency''.
  Page 988, after line 7, insert the following (and redesignate 
succeeding subsections accordingly):
  (a) Section 501.--Section 501(b) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6801(b)) is amended by inserting ``(other than 
the Consumer Financial Protection Agency)'' after ``title''.
  (b) Section 502.--Section 502(e)(5) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6802(e)(5)) is amended by inserting ``the 
Consumer Financial Protection Agency,'' after ``(including''.
  (c) Section 503.--Section 503(e)(1) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6803(e)(1)) is amended--
          (1) by inserting ``Consumer Financial Protection 
        Agency in consultation with the other'' before 
        ``agencies''; and
          (2) by striking ``jointly''.
  Page 988, line 13, strike ``and'' at the end.
  Page 988, line 15, strike the period and insert ``; and'' and 
after such line insert the following:
          (3) by inserting ``the Federal banking agencies, the 
        National Credit Union Administration, the Secretary of 
        the Treasury, the Federal Trade Commission, and'' 
        before ``representatives of State insurance 
        authorities''.
  Page 989, after line 15, insert the following:
  (f) Section 507.--Subsection 507(b) of the Gramm-Leach-Bliley 
Act (15 U.S.C. 6807(b)) is amended by striking ``Federal Trade 
Commission'' and inserting ``Consumer Financial Protection 
Agency, or in the case of a rule under section 501(b), the 
Federal Trade Commission or the Securities and Exchange 
Commission''.
  Page 1019, line 8, strike ``and'' and after such line insert 
the following:
          (2) by inserting a comma after ``under this Act'';
          (3) by inserting a comma after ``subsection 
        (a)(1))''; and
  Page 1019, line 9, strike ``(2)'' and insert ``(4)''.
  Page 1019, line 15, insert ``partnership, or corporation'' 
after ``person,''.
  Page 825, after line 12, insert the following:

SEC. 4313. REVIEW, REPORT, AND PROGRAM WITH RESPECT TO EXCHANGE 
                    FACILITATORS.

  (a) Review.--The Director shall review all Federal laws and 
regulations relating to the protection of persons who utilize 
exchange facilitators.
  (b) Report.--Not later than 180 days after the effective date 
of this subtitle, the Director shall submit to Congress a 
report describing--
          (1) recommendations for legislation to ensure the 
        appropriate protection of persons who utilize exchange 
        facilitators;
          (2) recommendations for updating the regulations of 
        Federal departments and agencies to ensure the 
        appropriate protection of such persons; and
          (3) recommendations for Agency regulations to ensure 
        the appropriate protection of such persons.
  (c) Program.--Not later than 180 days after the date of the 
submission of the report under subsection (b), the Director 
shall establish and carry out a program, utilizing the 
authorities of the Agency, to protect persons who utilize 
exchange facilitators.
  (d) Exchange Facilitator Defined.--In this section, the term 
``exchange facilitator'' means a person that--
          (1) facilitates, for a fee, an exchange of like-kind 
        property by entering into an agreement with a taxpayer 
        by which the exchange facilitator acquires from the 
        taxpayer the contractual rights to sell the taxpayer's 
        relinquished property and transfers a replacement 
        property to the taxpayer as a qualified intermediary 
        (within the meaning of Treasury Regulations section 
        1.1031(k)-1(g)(4)) or enters into an agreement with the 
        taxpayer to take title to a property as an exchange 
        accommodation titleholder (within the meaning of 
        Revenue Procedure 2000-37) or enters into an agreement 
        with a taxpayer to act as a qualified trustee or 
        qualified escrow holder (within the meaning of Treasury 
        Regulations section 1.1031(k)-1(g)(3));
          (2) maintains an office for the purpose of soliciting 
        business as an exchange facilitator; or
          (3) purports to be an exchange facilitator by 
        advertising any of the services listed in paragraph (1) 
        or soliciting clients in printed publications, direct 
        mail, television or radio advertisements, telephone 
        calls, facsimile transmissions, or other electronic 
        communications directed to the general public for 
        purposes of providing any such services.
  Page 255, after line 2, insert the following new section:

SEC. 1316. DE NOVO BRANCHING INTO STATES.

  (a) National Banks.--Section 5155(g)(1)(A) of the Revised 
Statutes (12 U.S.C. 36(g)(1)(A)) is amended to read as follows:
                  ``(A) the law of the State where the branch 
                is located, or is to be located, would permit 
                establishment of the branch if the national 
                bank were a state bank chartered by such 
                State;''.
  (b) State Insured Banks.--Section 18(d)(4)(A)(i) of the 
Federal Deposit Insurance Act (12 U.S.C. 1828(d)(4)(A)(i)) is 
amended to read as follows:
                          ``(i) the law of the State where the 
                        branch is located, or is to be located, 
                        would permit establishment of the 
                        branch if the bank were a State bank 
                        chartered by such State;''.
  Page 277, line 22, strike the period and insert ``; and''.
  Page 277, after line 22, insert the following:
                  (C) is not an insured depository institution 
                (as defined in section 3(c) of the Federal 
                Deposit Insurance act), a Federal credit union 
                or a State-chartered credit union (as such 
                terms are defined in section 101 of the Federal 
                Credit Union Act), or a government-sponsored 
                enterprise (as such term is defined in section 
                1004(f) of the Financial Institutions Reform, 
                Recovery and Enforcement Act of 1989 (12 U.S.C. 
                1811 note)).
  Page 305, beginning on line 25, strike ``(that became a 
legally enforceable or perfected security interest after the 
date of the enactment of this clause) other than a legally 
enforceable or perfected security interest of the Federal 
Government,'' and insert ``in assets of the covered financial 
company arising under a qualified financial contract (as 
defined under subsection (c)(8)(D)(i)) with an original term of 
30 days or less (except that, for a contract for a term linked 
to a calendar month, the original term must be less than one 
calendar month), secured by collateral other than securities 
issued by the United States Treasury, the Board of Governors of 
the Federal Reserve System, any agency of the United States, 
any Federal Reserve bank, or any Government Sponsored 
Enterprise, that became a legally enforceable or perfected 
security interest after the date of the enactment of this 
clause, and that is not a security interest of the Federal 
Government''.
  Page 306, beginning on line 7, strike ``the amount of up to 
20 percent'' and insert ``in the amount specified under clause 
(v)''.
  Page 306, line 13, insert after the period the following 
sentence: ``This clause shall not apply with respect to debt 
obligations secured by real property. This clause may only be 
implemented with respect to secured creditors if, as a result 
of the dissolution of the covered financial company, no funds 
are available to satisfy, in whole or in part, any claims of 
unsecured creditors or shareholders.''.
  Page 306, after line 13, insert the following:
                          (v) Amount specified.--For purposes 
                        of clause (iv), the amount specified 
                        under this clause, in the case of a 
                        secured creditor, is the amount of up 
                        to 10 percent.
  Page 318, after line 11, insert the following subparagraphs 
(and redesignate subparagraphs (B) through (E) as subparagraphs 
(J) through (M), respectively):
                  (B) Preferential transfers.--The Corporation 
                as receiver for any covered financial company 
                may avoid a transfer of an interest of the 
                covered financial company in property that--
                          (i) was made to or for the benefit of 
                        a creditor;
                          (ii) was made for or on account of an 
                        antecedent debt that was owed by the 
                        covered financial company before the 
                        transfer was made;
                          (iii) was made while the covered 
                        financial company was insolvent;
                          (iv) was made--
                                  (I) on or within 90 days 
                                before the date on which the 
                                Corporation was appointed 
                                receiver; or
                                  (II) between 90 days and one 
                                year before the date that the 
                                Corporation was appointed 
                                receiver, if such creditor at 
                                the time of the transfer was an 
                                insider, as that term is 
                                defined in section 101(31) of 
                                title 11, United States Code; 
                                and
                          (v) enables such creditor to receive 
                        more than such creditor would receive 
                        in the liquidation of the covered 
                        financial company if--
                                  (I) the transfer had not been 
                                made; and
                                  (II) such creditor received 
                                payment of such debt to the 
                                extent provided by the 
                                provisions of this subtitle.
                  (C) Post-receivership transactions.--The 
                Corporation as receiver for any covered 
                financial company may avoid a transfer of 
                property of the receivership that occurred 
                after the Corporation was appointed receiver 
                that was not authorized under this title.
                  (D) Right of recovery.--To the extent that a 
                transfer is avoided under subparagraphs (A), 
                (B) or (C), the Corporation may recover, for 
                the benefit of the covered financial company, 
                the property transferred or, if a court so 
                orders, the value of such property from--
                          (i) the initial transferee of such 
                        transfer or the entity for whose 
                        benefit such transfer was made; or
                          (ii) any immediate or mediate 
                        transferee of any such initial 
                        transferee.
                  (E) Rights of transferee or obligee.--The 
                Corporation may not recover under subparagraph 
                (D)(ii)--
                          (i) from a transferee that takes for 
                        value, including satisfaction or 
                        securing of a present or antecedent 
                        debt, in good faith, and without 
                        knowledge of the violability of the 
                        transfer avoided; or
                          (ii) any immediate or mediate good 
                        faith transferee of such transferee.
                  (F) Defenses.--A transferee or obligee from 
                whom the Corporation seeks to recover a 
                transfer or avoid an obligation under 
                subparagraphs (A), (B) or (C) shall have the 
                same affirmative defenses and rights to liens 
                on the property transferred to the extent they 
                would be available to a transferee or obligee 
                from whom a trustee under title 11 seeks to 
                recover a transfer under sections 547, 548, and 
                549 of title 11, United States Code.
                  (G) Limitations on avoiding powers.--The 
                rights of the Corporation under subparagraphs 
                (A), (B) or (C) are restricted to the same 
                extent as the rights of a trustee in bankruptcy 
                under section 546(b)(1) of the Bankruptcy Code.
                  (H) Presumption of insolvency.--For purposes 
                of subparagraph (B), the covered financial 
                company is presumed to have been insolvent on 
                and during the 90 days immediately preceding 
                the date on which the Corporation is appointed 
                as receiver.
                  (I) Rights under this subsection.--The rights 
                of the Corporation as receiver for a covered 
                financial company under this subsection shall 
                be superior to any rights of a trustee or any 
                other party (other than any party which is a 
                Federal agency of a Federal Home Loan Bank) 
                under title 11, United States Code.
  Page 31, line 24, strike ``control of the Council; and'' and 
insert ``control of or used by the Council;''.
  Page 32, line 5, strike the period and insert ``; and'' and 
after such line insert the following:
                  (C) the officers, directors, employees, 
                financial advisors, staff, working groups, and 
                agents and representatives of the Council (as 
                related to the agent's or representative's 
                activities on behalf of the Council) at such 
                reasonable times as the Comptroller General may 
                request.
  Page 32, after line 12, insert the following:
          (3) Copies.--Comptroller General may make and retain 
        copies of such books, accounts, and other records 
        access to which is granted under this provision as the 
        Comptroller General considers appropriate.
  Page 732, after line 10, insert the following:

SEC. 4111. OVERSIGHT BY GAO.

  (a) Authority.--The Comptroller General may audit the 
programs, activities, receipts, expenditures, and financial 
transactions of the Agency and of any agents and 
representatives of the Agency as related to the agent's or 
representative's activities on behalf of or under authority of 
the Agency.
  (b) Access.--Notwithstanding any other provision of law, the 
Comptroller General shall have access, upon request, to any 
information, data, schedules, books, accounts, financial 
records, reports, files, electronic communications, or other 
papers, things, or property belonging to or in use by the 
Agency, or any vehicles established by the Agency under this 
Act, and to the directors, officers, employees, independent 
public accountants, financial advisors, staff, working groups, 
and agents and representatives of the Agency (as related to the 
agent's or representative's activities on behalf of the Agency) 
or any vehicle established by the Agency at such reasonable 
time as the Comptroller General may request. The Comptroller 
General may make and retain copies of such books, accounts, and 
other records as the Comptroller General deems appropriate.
  Page 732, line 11, strike ``4111'' and insert ``4112''.
  Page 1077, line 23, strike ``1 year'' and insert ``18 
months''.
  Page 1079, after line 24, insert the following:
          (3) Access.--
                  (A) In general.--For purposes of conducting 
                the study described in paragraph (1), the 
                Comptroller General shall have access, upon 
                request and with the consent of the Securities 
                and Exchange Commission, to any information, 
                data, schedules, books, accounts, financial 
                records, reports, files, electronic 
                communications, or other papers, things, or 
                property belonging to or in use by each 
                nationally recognized statistical rating 
                organization, and to the officers, directors, 
                employees, independent public accountants, 
                financial advisors, staff and agents and 
                representatives of the organization (as related 
                to the agent's or representative's activities 
                on behalf of the organization) at such 
                reasonable times as the Comptroller General may 
                request. The Comptroller General may make and 
                retain copies of books, records, accounts, and 
                other records as the Comptroller General deems 
                appropriate.
                  (B) Confidentiality.--The Comptroller General 
                may not disclose reasonably designated 
                proprietary, trade secret or business 
                confidential information obtained from the 
                organization except that such information shall 
                be disclosed by the Comptroller General--
                          (i) to other Federal Government 
                        departments, agencies, and officials 
                        for official use upon request;
                          (ii) to committees of Congress upon 
                        request; and
                          (iii) to a court in any judicial 
                        proceeding under court order.
                Nothing in this provision shall be construed to 
                limit the requirements imposed by section 1905 
                of title 18, United States Code.
  Page 1186, beginning on line 8, strike ``and the Securities 
and Exchange Commission shall each'' and insert ``shall''.
  Page 1186, line 17, strike ``and''.
  Page 1186, line 20, strike the period and insert a semicolon 
and after such line insert the following:
          (3) determine how to reduce the burden of complying 
        with section 404(b) of the Sarbanes-Oxley Act of 2002 
        for companies whose market capitalization is less than 
        $250,000,000 for the relevant reporting period while 
        maintaining investor protections for such companies; 
        and
          (4) determine whether various methods of reducing the 
        compliance burden or a complete exemption for such 
        companies (whose market capitalization is less than 
        $250,000,000 for the relevant reporting period) from 
        such compliance would encourage companies to list on 
        exchanges in the United States in their initial public 
        offerings.
  Page 1186, beginning on line 21, strike ``On or before June 
1, 2010'' and insert ``Not later than 9 months after the date 
of the enactment of this subtitle''.
  Page 1186, beginning on line 22, strike ``and the Securities 
and Exchange Commission shall submit separate reports'' and 
insert ``shall submit a report''.
  Page 1222, line 4, strike ``and the Comptroller General shall 
jointly'' and insert ``shall''.
  Page 1222, line 15, strike ``180 days'' and insert ``9 
months''.
  Page 1222, beginning on line 16, strike ``and the Comptroller 
General''.
  Page 706, after line 7, insert the following new paragraph:
          (3) Office of financial protection for older 
        americans.--
                  (A) Establishment.--Before the end of the 
                180-day period beginning on the date of the 
                enactment of this title, the Director shall 
                establish within the Agency the Office of 
                Financial Protection for Older Americans, whose 
                functions shall include activities designed to 
                facilitate the financial literacy of 
                individuals who have attained the age of 62 
                years or more (in this paragraph, referred to 
                as ``seniors'') on protection from unfair and 
                deceptive practices and on current and future 
                financial choices, including through the 
                dissemination of materials to seniors on such 
                topics.
                  (B) Director.--The Office of Financial 
                Protection for Older Americans shall be headed 
                by a director.
                  (C) Duties.--Such unit shall perform the 
                following duties:
                          (i) Develop goals for programs that 
                        provide seniors financial literacy and 
                        counseling, including programs that--
                                  (I) help seniors recognize 
                                warning signs of unfair and 
                                deceptive practices, protect 
                                themselves from such practices;
                                  (II) provide one-on-one 
                                financial counseling on issues 
                                including long-term savings and 
                                later-life economic security; 
                                and
                                  (III) provide personal 
                                consumer credit advocacy to 
                                respond to consumer problems 
                                caused by unfair and deceptive 
                                practices.
                          (ii) Monitor certifications or 
                        designations of financial advisors who 
                        advise seniors and alert the Securities 
                        and Exchange Commission and State 
                        regulators of certifications or 
                        designations that are identified as 
                        unfair or deceptive.
                          (iii) Not later than 18 months after 
                        the date of the establishment of the 
                        Office of Financial Protection for 
                        Older Americans, submit to Congress and 
                        the Securities and Exchange Commission 
                        recommendations of the best practices 
                        for any legislative and regulatory--
                                  (I) disseminating information 
                                regarding the legitimacy of 
                                certifications of financial 
                                advisers who advise seniors;
                                  (II) methods in which a 
                                senior can identify the 
                                financial advisor most 
                                appropriate for the senior's 
                                needs; and
                                  (III) methods in which a 
                                senior can verify a financial 
                                advisor's credentials.
                          (iv) Conduct research to identify 
                        best practices and effective methods, 
                        tools, technology and strategies to 
                        educate and counsel seniors about 
                        personal finance management with a 
                        focus on--
                                  (I) protecting themselves 
                                from unfair and deceptive 
                                practices;
                                  (II) long-term savings; and
                                  (III) planning for retirement 
                                and long-term care.
                          (v) Coordinate consumer protection 
                        efforts of seniors with other Federal 
                        agencies and State regulators, as 
                        appropriate, to promote consistent, 
                        effective, and efficient enforcement.
                          (vi) Work with community 
                        organizations, non-profit 
                        organizations, and other entities that 
                        are involved with educating or 
                        assisting seniors (including the 
                        National Education and Resource Center 
                        on Women and Retirement Planning).
  Page 760, strike line 19 and all that follows through page 
762, line 22, and insert the following:
  (a) Exclusion for Merchants, Retailers, and Sellers of 
Nonfinancial Services.--
          (1) In general.--Notwithstanding any provision of 
        this title (other than paragraph (4)) and subject to 
        paragraph (2), the Director and the Agency may not 
        exercise any rulemaking, supervisory, enforcement or 
        other authority, including authority to order 
        assessments, under this title with respect to--
                  (A) credit extended directly by a merchant, 
                retailer, or seller of nonfinancial goods or 
                services to a consumer, in a case in which the 
                good or service being provided is not itself a 
                consumer financial product or service, 
                exclusively for the purpose of enabling that 
                consumer to purchase such goods or services 
                directly from the merchant, retailer, or seller 
                of financial services; or
                  (B) collection of debt, directly by the 
                merchant, retailer, or seller of nonfinancial 
                services, arising from such credit extended. In 
                the application of this paragraph, the 
                extension of credit and the collection of debt 
                described in subparagraphs (A) and (B), 
                respectively, shall not be considered a 
                consumer financial product or service.
          (2) Exceptions for existing authority.--The Director 
        may exercise any rulemaking authority regarding an 
        extension of credit described in paragraph (1)(A) or 
        the collection of debt arising from such extension, as 
        may be authorized by the enumerated consumer laws or 
        any law or authority transferred under subtitle F or H.
          (3) Rule of construction.--No provision of this title 
        shall be construed as modifying, limiting, or 
        superseding the authority of the Federal Trade 
        Commission or any agency other than the Agency with 
        respect to credit extended, or the collection of debt 
        arising from such extension, directly by a merchant or 
        retailer to a consumer exclusively for the purpose of 
        enabling that consumer to purchase goods or services 
        directly from the merchant or retailer.
          (4) Exclusion not applicable to certain credit 
        transactions.---Paragraph (1) shall not apply to--
                  (A) any credit transaction, including the 
                collection of the debt arising from such 
                extension, in which the merchant, retailer, or 
                seller of nonfinancial services assigns, sells, 
                or otherwise conveys such debt owed by the 
                consumer to another person; or
                  (B) any credit transaction--
                          (i) in which the credit provided 
                        significantly exceeds the market value 
                        of the product or service provided, and
                          (ii) with respect to which the 
                        Director finds that the sale of the 
                        product or service is done as a 
                        subterfuge so as to evade or circumvent 
                        the provisions of this title.
  Page 675, strike line 10 and all that follows through page 
676, line 9, and insert the following:
                          (xi) Financial data processing by any 
                        technological means, including 
                        providing data processing, access to or 
                        use of databases or facilities, or 
                        advice regarding processing or 
                        archiving, if the data to be processed, 
                        furnished, stored, or archived are 
                        financial, banking, or economic, except 
                        that it shall not be considered a 
                        financial activity with respect to 
                        financial data processing--
                                  (I) to the extent the person 
                                is providing interactive 
                                computer service, as defined in 
                                section 230 of the 
                                Communications Act of 1934 (47 
                                U.S.C. 230); or
                                  (II) if the person--
                                          (aa) unknowingly or 
                                        incidentally transmits, 
                                        processes, or stores 
                                        financial data in a 
                                        manner that such data 
                                        is undifferentiated 
                                        from other types of 
                                        data that the person 
                                        transmits, processes, 
                                        or stores;
                                          (bb) does not provide 
                                        to any consumer a 
                                        consumer financial 
                                        product or service in 
                                        connection with or 
                                        relating to in any 
                                        manner financial data 
                                        processing; and
                                          (cc) does not provide 
                                        a material service to 
                                        any covered person in 
                                        connection with the 
                                        provision of a consumer 
                                        financial product or 
                                        service.
  Page 1205, line 2, insert before the period at the end the 
following: ``and to provide additional levels of coverage on an 
optional basis''.
  Page 1205, line 22, strike ``and'' after the semicolon.
  Page 1205, line 25, strike the period at the end and insert 
``; and''.
  Page 1205, after line 25, insert the following:
          (6) examine the feasibility of SIPC providing 
        additional levels of coverage on an optional basis, 
        what those additional levels of coverage should be, and 
        the appropriate risked-based premium for providing 
        additional coverage.
  Page 1018, after line 25, insert the following:

SEC. 4818. AMENDMENTS TO TRUTH IN LENDING ACT.

  (a) In General.--Section 128(e) of the Truth in Lending Act 
is amended--
          (1) by striking paragraph (3) and inserting the 
        following new paragraph (3):
          ``(3) Institutional certification required.--(A) 
        Except as provided in subparagraph (B), before a 
        creditor may issue any funds with respect to an 
        extension of credit described in paragraph (1), the 
        creditor shall obtain from the relevant institution of 
        higher education such institution's certification--
                  ``(i) of the enrollment status of the 
                borrower;
                  ``(ii) of the borrower's cost of attendance 
                at the institution as determined by the 
                institution under part F of title IV of the 
                Higher Education Act of 1965;
                  ``(iii) of the difference between the 
                borrower's cost of attendance and the 
                borrower's estimated financial assistance 
                received under title IV of the Higher Education 
                Act of 1965 and other assistance known to the 
                institution, as applicable; and
                  ``(iv) that the institution has--
                          ``(I) informed the borrower--
                                  ``(aa) about the availability 
                                of, and the borrower's 
                                potential eligibility for, 
                                Federal financial assistance 
                                under this title, including 
                                disclosing the terms, 
                                conditions, and interest rates 
                                of Federal student loans;
                                  ``(bb) of the borrower's 
                                ability to select a private 
                                educational lender of the 
                                borrower's choice;
                                  ``(cc) about the impact of a 
                                proposed private education loan 
                                on the borrowers' potential 
                                eligibility for other financial 
                                assistance, including Federal 
                                financial assistance under the 
                                Higher Education Act of 1965; 
                                and
                                  ``(dd) about a borrower's 
                                right to accept or reject a 
                                private education loan within 
                                the 30-day period following a 
                                private educational lender's 
                                approval of a borrower's 
                                application and about a 
                                borrower's 3-day right to 
                                cancel altogether;
                          ``(II) determined whether the 
                        borrower has applied for and exhausted 
                        the Federal financial assistance 
                        available to the borrower under the 
                        Higher Education Act of 1965 and 
                        informed the borrower accordingly; and
                          ``(III) counseled the borrower on the 
                        borrower's financial aid options.
          ``(B) A creditor may issue funds with respect to an 
        extension of credit described in paragraph (1) without 
        obtaining from the relevant institution of higher 
        education such institution's certification if such 
        institution fails to provide such certification within 
        21 calendar days or 15 business days, whichever comes 
        first, of the creditor's request for such 
        certification.'';
          (2) by redesignating paragraphs (9), (10), and (11) 
        as paragraphs (10), (11), and (12), respectively; and
          (3) by inserting after paragraph (8) the following 
        new paragraph (9):
          ``(9) Provision of information.--On or before the 
        date a creditor issues any funds with respect to an 
        extension of credit described in paragraph (1), the 
        creditor shall notify the relevant institution of 
        higher education, in writing, of the amount of the 
        extension of credit and the student on whose behalf 
        credit is extended. The form of such written 
        notification shall be subject to the regulations of the 
        Agency.''.
  (b) Regulations.--
          (1) Deadline for regulations.--Not later than 365 
        days after the date of enactment of this Act, the 
        Agency shall issue regulations in final form to 
        implement paragraphs (3) and (9) of section 128(e) of 
        the Truth in Lending Act, as amended by subsection (a). 
        Such regulations shall become effective not later than 
        6 months after their date of issuance.
          (2) Effective date.--The regulations in effect 
        pursuant to section 128(e) of the Truth in Lending Act 
        as of the date of the enactment of this Act shall 
        remain in effect until the effective date of the 
        regulations issued under paragraph (1).
  (c) Study and Report on Private Education Loans and Private 
Educational Lenders.--
          (1) Report.--Not later than 2 years after the date of 
        enactment of this Act, the Director and the Secretary 
        of Education, in consultation with the Commissioners of 
        the Federal Trade Commission, and the Attorney General, 
        shall submit a report to the Committee on Financial 
        Services and the Committee on Education and Labor of 
        the House of Representatives and the Committee on 
        Banking, Housing, and Urban Affairs and the Committee 
        on Health Education, Labor, and Pensions of the Senate 
        on private education loans (as that term is defined in 
        section 140 of the Truth in Lending Act (15 U.S.C. 
        1650)) and private educational lenders (as that term is 
        defined in such section).
          (2) Content.--The report required by this subsection 
        shall examine, at a minimum, the following:
                  (A) the growth and changes of the private 
                education loan market in the United States;
                  (B) factors influencing such growth and 
                changes;
                  (C) the extent to which students and parents 
                of students rely on private education loans to 
                finance postsecondary education and the private 
                education loan indebtedness of borrowers,
                  (D) the characteristics of private education 
                loan borrowers, including the types of 
                institutions of higher education they attend, 
                socioeconomic characteristics (including income 
                and education levels, racial characteristics, 
                geographical background, age, and gender), what 
                other forms of financing borrowers use to pay 
                for education, whether they exhaust their 
                federal loan options before taking out a 
                private loan, whether such borrowers are 
                dependent or independent students (as 
                determined under part F of title IV of the 
                Higher Education Act of 1965) or parents of 
                such students, whether such borrowers are 
                students enrolled in a program leading to a 
                certificate, license or credential other than a 
                degree, an associates degree, a baccalaureate 
                degree, or a graduate or professional degree 
                and, if practicable, employment and repayment 
                behaviors;
                  (E) the characteristics of private 
                educational lenders, including whether such 
                creditors are for-profit, non-profit, or 
                institutions of higher education;
                  (F) the underwriting criteria used by private 
                educational lenders, including the use of 
                cohort default rate (as such term is defined in 
                section 435(m) of the Higher Education Act of 
                1965);
                  (G) the terms, conditions, and pricing of 
                private education loans;
                  (H) the consumer protections available to 
                private education loan borrowers, including the 
                effectiveness of existing disclosures and 
                requirements and borrowers' awareness and 
                understanding about terms and conditions of 
                various financial products;
                  (I) whether federal regulators and the public 
                have access to information sufficient to 
                provide them with assurances that private 
                education loans are provided in accord with the 
                Nation's fair lending laws and that allows 
                public officials to determine lenders' 
                compliance with fair lending laws; and
                  (J) any statutory or legislative 
                recommendations necessary to improve consumer 
                protections for private education loan 
                borrowers and to better enable federal 
                regulators and the public to ascertain private 
                educational lender compliance with fair lending 
                laws.
  (d) Report.-- Not later than 18 months after the issuance of 
regulations under subsection (b)(1), the Consumer Financial 
Protection Agency and the Secretary of Education shall jointly 
submit to Congress a report on the compliance of institutions 
and private educational lenders with the amendments made by 
this section. The report shall include the degree to which 
specific institutions utilize certifications in effectively 
encouraging the exhaustion of Federal student loan eligibility 
and lowering student debt.
  Page 198, after line 15, insert the following new subtitle:

            Subtitle K--Home Affordable Modification Program


SEC. 9911. HOME AFFORDABLE MODIFICATION PROGRAM GUIDELINES.

  (a) Net Present Value Input Data.--The Secretary of the 
Treasury (in this section referred to as the ``Secretary'') 
shall revise the supplemental directives and other guidelines 
for the Home Affordable Modification Program of the Making Home 
Affordable initiative of the Secretary of the Treasury, 
authorized under the Emergency Economic Stabilization Act of 
2008 (Public Law 110-343), to require each mortgage servicer 
participating in such program to provide each borrower under a 
mortgage whose request for a mortgage modification under the 
Program is denied with all borrower-related and mortgage-
related input data used in any net present value (NPV) analyses 
performed in connection with the subject mortgage. Such input 
data shall be provided to the borrower at the time of such 
denial.
  (b) Web-Based Site for NPV Calculator and Application.--
          (1) NPV calculator.--In carrying out the Home 
        Affordable Modification Program, the Secretary shall 
        establish and maintain a site on the World Wide Web 
        that provides a calculator for net present value 
        analyses of a mortgage, based on the Secretary's 
        methodology for calculating such value, that mortgagors 
        can use to enter information regarding their own 
        mortgages and that provides a determination after 
        entering such information regarding a mortgage of 
        whether such mortgage would be accepted or rejected for 
        modification under the Program, using such methodology.
          (2) Disclosure.-- Such Web site shall also 
        prominently disclose that each mortgage servicer 
        participating in such Program may use a method for 
        calculating net present value of a mortgage that is 
        different than the method used by such calculator.
          (3) Application.-- The Secretary shall make a 
        reasonable effort to include on such World Wide Web 
        site a method for homeowners to apply for a mortgage 
        modification under the Home Affordable Modification 
        Program.
  (c) Public Availability of NPV Methodology, Computer Model, 
and Variables.--The Secretary shall make publicly available, 
including by posting on a World Wide Web site of the 
Secretary--
          (1) the Secretary's methodology and computer model, 
        including all formulae used in such computer model, 
        used for calculating net present value of a mortgage 
        that is used by the calculator established pursuant to 
        subsection (b); and
          (2) all variables used in such net present value 
        analysis.
  Page 1068, after line 22, insert the following:
  (c) Requirements for Liability.--Section 21D of the 
Securities Exchange Act of 1934 (15 U.S.C. 78u-4) is amended--
          (1) by redesignating subsections (c) through (f) as 
        subsections (d) through (g), respectively; and
          (2) by inserting after subsection (b) the following:
  ``(c) Requirements for Liability.--A purchaser of a security 
given a rating by a nationally recognized statistical rating 
organization shall have the right to recover for damages if the 
process of determining the credit rating was--
          ``(1) grossly negligent, based on the facts and 
        circumstances at the time the rating was issued; and
          ``(2) a substantial factor in the economic loss 
        suffered by the investor.
No action shall be maintained to enforce any liability created 
under this subsection unless brought within 2 years after the 
discovery of the facts constituting the violation and within 3 
years after the initial issuance of the rating.''.
  Strike section 1109 and insert the following new section:

SEC. 1109. EMERGENCY FINANCIAL STABILIZATION.

  (a) In General.--Upon the written determination of the 
Council that a liquidity event exists that could destabilize 
the financial system (which determination shall be made upon a 
vote of not less than two-thirds of the members of the Council 
then serving) and with the written consent of the Secretary of 
the Treasury (after certification by the President that an 
emergency exists), the Corporation may create a widely-
available program designed to avoid or mitigate adverse effects 
on systemic economic conditions or financial stability by 
guaranteeing obligations of solvent insured depository 
institutions or solvent depository institution holding 
companies (including any affiliates thereof), if necessary to 
prevent systemic financial instability during times of severe 
economic distress, except that a guarantee of obligations under 
this section may not include provision of equity in any form.
  (b) Policies and Procedures.--Prior to exercising any 
authority under this section, the Corporation shall establish 
policies and procedures governing the issuance of guarantees. 
The terms and conditions of any guarantees issued shall be 
established by the Corporation with the approval of the 
Secretary of the Treasury and the Financial Stability Oversight 
Council. Such terms and conditions may include the Corporation 
requiring collateral as a condition of any such guarantee.
  (c) Cap for Guaranteed Amount.--
          (1) In general.--In connection with any program 
        established pursuant to subsection (a) and subject to 
        paragraph (2), the Corporation may not have guaranteed 
        debt outstanding at any time of more than 
        $500,000,000,000 (as indexed to reflect growth in 
        assets of insured depository institutions and 
        depository institution holding companies as determined 
        by the Corporation).
          (2) Additional debt guarantee authority.--If the 
        Corporation, with the concurrence of the Council and 
        the Secretary (in consultation with the President), 
        determines that the Corporation must guarantee debt in 
        excess of $500,000,000,000 (as indexed pursuant to 
        paragraph (1)) to prevent systemic financial 
        instability, the Corporation may transmit to the 
        Congress a request for authority to guarantee debt in 
        excess of $500,000,000,000 (as indexed pursuant to 
        paragraph (1)). Such request shall be considered 
        granted by Congress upon adoption of a joint resolution 
        approving such request. Such joint resolution shall be 
        considered in the Senate under expedited procedures.
  (d) Funding.--
          (1) Administrative expenses and cost of guarantees.--
        A program established pursuant to this section shall 
        require funding only for the purposes of paying 
        administrative expenses and for paying a guarantee in 
        the event that a guaranteed loan defaults.
          (2) Fees and other charges.--The Corporation shall 
        charge fees or other charges to all participants in 
        such program established pursuant to this section to 
        offset projected losses and administrative expenses. To 
        the extent that a program established pursuant to this 
        section has expenses or losses, the program will be 
        funded entirely through fees or other charges assessed 
        on participants in such program.
          (3) Excess funds.--If at the conclusion of such 
        program there are any excess funds collected from the 
        fees associated with such program, the funds will be 
        deposited into the Systemic Dissolution Fund 
        established pursuant to section 1609(n).
          (4) Authority of corporation.--For purposes of 
        conducting a program established pursuant to this 
        section, the Corporation--
                  (A) may borrow funds from the Secretary of 
                the Treasury, which shall be repaid in full 
                with interest through fees and charges paid by 
                participants in accordance with paragraph (2), 
                and there shall be available to the Corporation 
                amounts in the Treasury not otherwise 
                appropriated, including for the payment of 
                reasonable administrative expenses;
                  (B) may not borrow funds from the Deposit 
                Insurance Fund established pursuant to section 
                11(a)(4) of the Federal Deposit Insurance Act; 
                and
                  (C) may not borrow funds from the Systemic 
                Dissolution Fund established pursuant to 
                section 1609(n).
          (5) Back-up special assessment.--To the extent that 
        the funds collected pursuant to paragraph (2) are 
        insufficient to cover any losses or expenses (including 
        monies borrowed pursuant to paragraph (4)) arising from 
        a program established pursuant to this section, the 
        Corporation shall impose a special assessment solely on 
        participants in the program.
  (e) Plan for Maintenance or Increase of Lending.--In 
connection with any application or request to participate in 
such program authorized pursuant to this section, a solvent 
entity seeking to participate in such program shall be required 
to submit to the Corporation a plan detailing how the use of 
such guaranteed funds will facilitate the increase or 
maintenance of such solvent company's level of lending to 
consumers or small businesses.
  (f) Sunset of Corporation's Authority.--The Corporation's 
authority under subsections (a) and (d) and the authority to 
borrow funds from the Treasury under section 1609(o) shall 
expire on December 31, 2013.
  (g) Rule of Construction.--For purposes of this section, a 
guarantee of deposits held by insured depository institutions 
shall not be treated as a debt guarantee program.
  (h) Definitions.--For purposes of this section, the following 
definitions apply:
          (1) Corporation.--The term ``Corporation'' means the 
        Federal Deposit Insurance Corporation.
          (2) Depository institution holding company.--The term 
        ``depository institution holding company'' has the 
        meaning given the term in section 3 of the Federal 
        Deposit Insurance Act (12 U.S.C. 1813).
          (3) Insured depository institution.--The term 
        ``insured depository institution'' has the meaning 
        given the term in section 3 of the Federal Deposit 
        Insurance Act (12 U.S.C. 1813).
          (4) Solvent.--The term ``solvent'' means assets are 
        more than the obligations to creditors.
  Page 110, after line 7, insert the following new section (and 
redesignate the subsequent sections accordingly):

SEC. 1110. ADDITIONAL RELATED AMENDMENTS.

  (a) Federal Deposit Insurance Act Related Amendments.--
          (1) Suspension of parallel federal deposit insurance 
        act authority.--Effective upon the date of the 
        enactment of this section through December 31, 2013, 
        the Corporation may not exercise its authority under 
        section 13(c)(4)(G)(i) of the Federal Deposit Insurance 
        Act (12 U.S.C. 1823(c)(4)(G)(i)) to establish any 
        widely-available debt guarantee program for which 
        section 1109 would provide authority.
          (2) Federal deposit insurance act authority 
        preserved.--Effective December 31, 2013, the 
        Corporation shall have the same authority pursuant to 
        section 13(c)(4)(G)(i) of the Federal Deposit Insurance 
        Act as the Corporation had prior to the date of 
        enactment of this Act.
  (b) Effect of Default on an Fdic Guarantee.--If an insured 
depository institution or depository institution holding 
company participating in a program under section 1109 or any 
participant in a debt guarantee program established pursuant to 
section 13(c)(4)(G)(i) of the Federal Deposit Insurance Act 
defaults on any obligation guaranteed by the Corporation after 
the date of enactment of this Act, the Corporation may--
          (1) appoint itself as receiver for the insured 
        depository institution that defaults;
          (2) with respect to any other participating company 
        that is not an insured depository institution that 
        defaults--
                  (A) require consideration of whether a 
                determination shall be made as provided in 
                section 1603 to resolve the company under 
                subtitle G; and
                  (B) if the Corporation is not appointed 
                receiver pursuant to subtitle G within 30 days 
                of the date of default, require the company to 
                file a petition for bankruptcy under section 
                301 of title 11, United States Code, or file a 
                petition for bankruptcy against the company 
                under section 303 of title 11, United States 
                Code.
  (c) Authority to File Involuntary Petition for Bankruptcy.--
Section 303 of title 11, United States Code, is amended by 
adding at the end the following:
  ``(m) Notwithstanding subsections (a) and (b), an involuntary 
case may be commenced by the Federal Deposit Insurance 
Corporation against a depository institution holding company as 
defined in section 3 of the Federal Deposit Insurance Act (12 
U.S.C. 1813) or other company participating in a guarantee 
program established by the Corporation on the ground that the 
company has defaulted on a debt or obligation guaranteed by the 
Corporation.''.
  (d) Bankruptcy Priority for Defaults on Debt Guaranteed 
Pursuant to Section 1109.--Section 507(a)(9) of title 11, 
United States Code, is amended by inserting before the period 
at the end the following: ``and allowed unsecured claims based 
upon any debt to the Federal Deposit Insurance Corporation that 
arose prior to the commencement of the case under this title, 
as a result of the debtor's default on a guarantee provided by 
the Corporation pursuant to section 1109 of the Financial 
Stability Improvement Act of 2009 or the Federal Deposit 
Insurance Act, under a program established by the Corporation 
after the date of enactment of the Financial Stability 
Improvement Act of 2009''.
  Page 110, line 8, strike ``MUST'' and insert ``MAY''.
  Page 110, strike line 10 and all that follows through line 18 
and insert the following:
  (a) In General.--In connection with any payment, credit 
extension, or guarantee or any commitment under section 1109 or 
1604, the Corporation may obtain from the insured depository 
institution, depository institution holding company (including 
any affiliates thereof), or covered financial company, as the 
case may be--
  Page 110, line 19, strike ``financial company'' and insert 
``insured depository institution, depository institution 
holding company (including any affiliates thereof), or covered 
financial company''.
  Page 111, line 3, strike ``financial company'' and insert 
``insured depository institution, depository institution 
holding company (including any affiliates thereof), or covered 
financial company''.
  Strike section 1614 and insert the following new section:

SEC. 1614. APPLICATION OF EXECUTIVE COMPENSATION LIMITATIONS.

  At any time that the Corporation has borrowed from the 
Treasury pursuant to section 1609(o) to resolve a covered 
financial company, the Corporation shall apply the executive 
compensation limits under section 111 of the Emergency Economic 
Stabilization Act of 2008 to such company for so long as such 
company is in receivership.
  Page 436, after line 11, insert the following new section:

SEC. 1615. PRIORITY OF CLAIMS IN FEDERAL DEPOSIT INSURANCE ACT.

  Section 11(d)(11)(A) of the Federal Deposit Insurance Act (12 
U.S.C. 1821(d)(11)(A)) is amended--
          (1) by redesignating clauses (iii) through (v) as 
        clauses (iv) through (vi), respectively; and
          (2) by inserting after clause (ii) the following new 
        clause (iii):
                          ``(iii) Any obligation of the 
                        institution owed to the Corporation as 
                        a result of the institution's default 
                        on a Corporation-guaranteed debt.''.
  Page 825, after line 12, insert the following new section:

SEC. 4313. REGULATION OF PERSON-TO-PERSON LENDING.

  (a) Scope of Exemption From Federal Securities Regulation.--
Section 3(a) of the Securities Act of 1933 (15 U.S.C. 77c(a)) 
is amended by adding at the end the following new paragraph:
          ``(15) Person-to-person lending.--
                  ``(A) In general.--Any consumer loan, and any 
                note representing a whole or fractional 
                interest in any such loan, funded or sold 
                through a person-to-person lending platform.
                  ``(B) Definitions.-- For purposes of this 
                paragraph:
                          ``(i) Consumer loan.--The term 
                        `consumer loan' means a loan made to a 
                        natural person, the proceeds of which 
                        are intended primarily for personal, 
                        family, educational, household, or 
                        business use.
                          ``(ii) Person-to-person lending 
                        platform.--
                                  ``(I) In general.--The term 
                                `person-to-person lending 
                                platform' means an Internet 
                                website, the primary purpose of 
                                which is to provide a 
                                transaction platform for the 
                                funding or sale of individual 
                                consumer loans, or the sale of 
                                notes representing whole or 
                                fractional interests in 
                                individual consumer loans, by 
                                matching natural persons who 
                                wish to obtain such loans with 
                                persons who wish to fund them, 
                                or by matching persons who wish 
                                to sell such loans or notes 
                                with persons who wish to 
                                purchase them.
                                  ``(II) Prohibition on 
                                multiple loans in a single 
                                transaction.--The term `person-
                                to-person lending platform' 
                                does not include any platform 
                                on which multiple loans may be 
                                funded or sold in a single 
                                transaction, or on which a note 
                                representing an interest in 
                                multiple loans or other debt 
                                obligations may be sold.''.
  (b) Regulation by the Agency.--
          (1) In general.--Primary jurisdiction for the 
        regulation of the lending activities of person-to-
        person lending and person-to-person lending platforms 
        is hereby vested in the Agency.
          (2) Interim requirements.--Until the Director issues 
        and adopts disclosure requirements with respect to the 
        sale of consumer loans, or notes representing whole or 
        fractional interests therein, on person-to-person 
        lending platforms, a person-to-person lending platform 
        that registers the offer and sale of any such notes 
        under the Securities Act of 1933 shall, with respect to 
        such registered offer and sale, provide the disclosure 
        required under the Securities Act of 1933 to be 
        contained in the registration statement and prospectus 
        and provide such disclosure required in any periodic 
        reports required to be filed by such person-to-person 
        lender pursuant to section 13 or section 15(d) of the 
        Securities Exchange Act of 1934.
          (3) Definitions.--For purposes of this subsection, 
        the terms ``consumer loan'', ``person-to-person lending 
        platform'', ``prospectus'', and ``registration 
        statement'' shall have the meaning given such term 
        under the Securities Act of 1933.
  (c) Rulemaking.--The Director may prescribe such regulations 
and issue such orders as the Director considers necessary or 
appropriate to implement the provisions of this section and to 
provide borrower protection, lender protection, consumer 
choice, and expanded consumer access to fair and reasonable 
credit choices.
  (d) Effective Date.--Notwithstanding section 4310, this 
section shall take effect on the date of the enactment of this 
title.
  Page 699, line 13, strike ``and''.
  Page 699, line 17, insert ``and'' after ``services;''.
  Page 699, after line 17, insert the following:
                          (vi) the nature, range, and size of 
                        variations between the credit scores 
                        sold to creditors and those sold to 
                        consumers by consumer reporting 
                        agencies that compile and maintain 
                        files on consumers on a nationwide 
                        basis (as defined in section 603(p) of 
                        the Fair Credit Reporting Act; 15 
                        U.S.C. 1681a(p)), and whether such 
                        variations disadvantage consumers;
  Page 788, after line 10, insert the following:
          (3) Consider as unfair certain practices with regard 
        to the provision of credit scores.--Subject to 
        regulations prescribed by the Director, it shall be 
        considered unfair for any consumer reporting agency 
        that compiles and maintains files on consumers on a 
        nationwide basis (as defined in section 603(p) of the 
        Fair Credit Reporting Act; 15 U.S.C. 1681a(p)) to make 
        available for purchase by creditors any credit score 
        for a consumer that is not also available for purchase 
        by that consumer at the same price as other credit 
        scores sold to consumers by such agency.
  Page 699, line 17, insert ``, and the impact of Federal 
policies, including resource limits in means-tested Federal 
benefit programs (as defined in section 318 of the Higher 
Education Act of 1965; 20 U.S.C. 1059e), on such consumers in 
influencing banking behavior'' after ``financial products or 
services''.
  In section 4109(f) (as modified pursuant to the rule 
providing for the consideration of the bill and contained in 
the amendment designated MWB_05), strike paragraph (3) and 
insert the following:
          (3) Exception.--Notwithstanding paragraph (1), an 
        attorney's activities related to assisting another 
        person in preventing a foreclosure shall be subject to 
        this title except to the extent such activities 
        constitute, or are incidental to, the provision of 
        legal services to a client of the attorney.
  Page 776, after line 19, insert the following new subsection:
  (l) Exclusion for Activities Relating to Charitable 
Contributions.--
          (1) The Director and the Agency may not exercise any 
        rulemaking, supervisory, enforcement, or other 
        authority, including authority to order assessments or 
        penalties, over any activities related to the 
        solicitation or making of voluntary contributions to or 
        through a tax-exempt organization as recognized by the 
        Internal Revenue Service, by any agent, volunteer or 
        representative of such organizations to the extent the 
        organization, agent, volunteer or representative 
        thereof is soliciting or providing advice, information, 
        education or instruction to donor(s) or potential 
        donor(s) relating to a contribution to or through the 
        organization.
          (2) This exclusion shall not apply to other 
        activities not described in the paragraph above and are 
        financial activities as described in any subparagraph 
        of section 4002(19), or otherwise subject to any of the 
        enumerated consumer laws, or the authorities 
        transferred under subtitle F or H.
  In the last section title I of the bill (as added pursuant to 
the rule providing for the consideration of the bill and 
contained in the amendment designated ``TARP_001''), strike 
``$22,059,000,000,'' and insert ``23,625,000,000''.
                              ----------                              


2. An Amendment To Be Offered by Representative Sessions, Pete of Texas 
               or His Designee, Debatable for 10 Minutes

  Page 1068, strike lines 8 through 22.
                              ----------                              


  3. An Amendment To Be Offered by Representative Peterson, Collin of 
          Minnesota or His Designee, Debatable for 30 Minutes

  Page 481, strike line 8 and all that follows through page 
665, line 6, and insert the following:

   TITLE III--DERIVATIVE MARKETS TRANSPARENCY AND ACCOUNTABILITY ACT


SEC. 3001. SHORT TITLE.

  This title may be cited as the ``Derivative Markets 
Transparency and Accountability Act of 2009''.

SEC. 3002. REVIEW OF REGULATORY AUTHORITY.

  (a) Consultation.--
          (1) CFTC.--Before commencing any rulemaking or 
        issuing an order regarding swaps, swap dealers, major 
        swap participants, swap repositories, persons 
        associated with a swap dealer or major swap 
        participant, eligible contract participants, or swap 
        execution facilities pursuant to subtitle A, the 
        Commodity Futures Trading Commission shall consult with 
        the Securities and Exchange Commission and the 
        Prudential Regulators.
          (2) SEC.--Before commencing any rulemaking or issuing 
        an order regarding security-based swaps, security-based 
        swap dealers, major security-based swap participants, 
        security-based swap repositories, persons associated 
        with a security-based swap dealer or major security-
        based swap participant, eligible contract participants 
        with regard to security-based swaps, or swap execution 
        facilities pursuant to subtitle B, the Securities and 
        Exchange Commission shall consult with the Commodity 
        Futures Trading Commission and the Prudential 
        Regulators.
          (3) In developing and promulgating rules or orders 
        pursuant to this subsection, the Commodity Futures 
        Trading Commission and the Securities and Exchange 
        Commission shall consider each other's views and the 
        views of the Prudential Regulators.
          (4) In adopting a rule or order described in 
        paragraph (1) or (2), the Commodity Futures Trading 
        Commission and the Securities and Exchange Commission 
        shall treat functionally or economically similar 
        products or entities similarly.
          (5) Paragraph (4) shall not be construed to require 
        the Commodity Futures Trading Commission or the 
        Securities Exchange Commission to adopt a rule or order 
        that treats functionally or economically similar 
        products or entities identically.
  (b) Limitation.--
          (1) CFTC.--Nothing in this title, unless specifically 
        provided, shall be construed to confer jurisdiction on 
        the Commodity Futures Trading Commission to issue a 
        rule, regulation, or order providing for oversight or 
        regulation of--
                  (A) security-based swaps; or
                  (B) with regard to their activities or 
                functions concerning security-based swaps--
                          (i) security-based swap dealers;
                          (ii) major security-based swap 
                        participants;
                          (iii) security-based swap 
                        repositories;
                          (iv) persons associated with a 
                        security-based swap dealer or major 
                        security-based swap participant;
                          (v) eligible contract participants 
                        with respect to security-based swaps; 
                        or
                          (vi) swap execution facilities.
          (2) SEC.--Nothing in this title, unless specifically 
        provided, shall be construed to confer jurisdiction on 
        the Securities and Exchange Commission to issue a rule, 
        regulation, or order providing for oversight or 
        regulation of--
                  (A) swaps; or
                  (B) with regard to their activities or 
                functions concerning swaps--
                          (i) swap dealers;
                          (ii) major swap participants;
                          (iii) swap repositories;
                          (iv) persons associated with a swap 
                        dealer or major swap participant;
                          (v) eligible contract participants 
                        with respect to swaps; or
                          (vi) swap execution facilities.
  (c) Objection to Commission Regulation.--
          (1) Filing of petition for review.--If either 
        Commission referred to in this section believes that a 
        final rule, regulation, or order of the other such 
        Commission conflicts with subsection (a)(4) or (b), 
        then the complaining Commission may obtain review 
        thereof in the United States Court of Appeals for the 
        District of Columbia Circuit by filing in the court, 
        not later than 60 days after the date of publication of 
        the final rule, regulation, or order, a written 
        petition requesting that the rule, regulation, or order 
        be set aside. Any such proceeding shall be expedited by 
        the Court of Appeals.
          (2) Transmittal of petition and record.--A copy of a 
        petition described in paragraph (1) shall be 
        transmitted not later than 1 business day after filing 
        by the complaining Commission to the Secretary of the 
        responding Commission. On receipt of the petition, the 
        responding Commission shall file with the court a copy 
        of the rule, regulation, or order under review and any 
        documents referred to therein, and any other materials 
        prescribed by the court.
          (3) Standard of review.--The court, giving deference 
        to the views of neither Commission, shall determine to 
        affirm or set aside a rule, regulation, or order of the 
        responding Commission under this subsection, based on 
        the determination of the court, as to whether the rule, 
        regulation, or order is in conflict with subsection 
        (a)(4) or (b), as applicable.
          (4) Judicial stay.--The filing of a petition by the 
        complaining Commission pursuant to paragraph (1) shall 
        operate as a stay of the rule, regulation, or order, 
        until the date on which the determination of the court 
        is final (including any appeal of the determination).
  (d) Definitions.--In this section, the terms ``Prudential 
Regulators'', ``swap'', ``swap dealer'', ``major swap 
participant'', ``swap repository'', ``person associated with a 
swap dealer or major swap participant'', ``eligible contract 
participant'', ``swap execution facility'', ``security-based 
swap'', ``security-based swap dealer'', ``major security-based 
swap participant'', ``security-based swap repository'', and 
``person associated with a security-based swap dealer or major 
security-based swap participant'' shall have the meanings 
provided, respectively, in the Commodity Exchange Act, 
including any modification of the meanings under section 
3101(b) of this Act.
  (e)(1) Notwithstanding subsections (b) and (c), the Commodity 
Futures Trading Commission and the Securities Exchange 
Commission shall jointly adopt rules to--
          (A) define the terms ``security-based swap 
        agreement'' in section 3(a)(76) of the Securities 
        Exchange Act of 1934 and ``swap'' in section 
        1a(35)(A)(v) of the Commodity Exchange Act;
          (B) require the maintenance of records of all 
        activities related to transactions defined in 
        subparagraph (A) that are not cleared; and
          (C) make available to the Securities and Exchange 
        Commission information relating to transactions defined 
        in subparagraph (A) that are uncleared.
  (2) In the event that the Commodity Futures Trading 
Commission and the Securities Exchange Commission fail to 
jointly prescribe rules pursuant to paragraph (1) in a timely 
manner, at the request of either Commission, the Financial 
Services Oversight Council shall resolve the dispute--
          (A) within a reasonable time after receiving the 
        request;
          (B) after consideration of relevant information 
        provided by each Commission; and
          (C) by agreeing with one of the Commissions regarding 
        the entirety of the matter or by determining a 
        compromise position.

SEC. 3003. INTERNATIONAL HARMONIZATION.

  (a) In order to promote effective and consistent global 
regulation of contracts of sale of swaps and security-based 
swaps, the Commodity Futures Trading Commission, the Securities 
and Exchange Commission, and the Prudential Regulators (as 
defined in section 1a(42) of the Commodity Exchange Act), as 
appropriate, shall consult and coordinate with foreign 
regulatory authorities on the establishment of consistent 
international standards with respect to the regulation of 
contracts of sale of swaps and security-based swaps, and may 
agree to such information-sharing arrangements as may be deemed 
to be necessary or appropriate in the public interest or for 
the protection of investors, swap counterparties, and security-
based swap counterparties.
  (b) In order to promote effective and consistent global 
regulation of contracts of sale of a commodity for future 
delivery, the Commodity Futures Trading Commission shall 
consult and coordinate with foreign regulatory authorities on 
the establishment of consistent international standards with 
respect to the regulation of contracts of sale of a commodity 
for future delivery, and may agree to such information-sharing 
arrangements as may be deemed necessary or appropriate in the 
public interest for the protection users of contracts of sale 
of a commodity for future delivery.

SEC. 3004. PROHIBITION AGAINST GOVERNMENT ASSISTANCE.

  (a) In General.--No provision of this title shall be 
construed to authorize Federal assistance to support clearing 
operations or liquidation of a derivatives clearing 
organization described in the Commodity Exchange Act or a 
clearing agency described in the Securities Exchange Act of 
1934, except where explicitly authorized by an Act of Congress.
  (b) Definition.--For the purposes of this section, the term 
``Federal assistance'' means the use of public funds for the 
purposes of--
          (1) making loans to, or purchasing any debt 
        obligation of, a derivatives clearing organization, a 
        clearing agency, or a subsidiary of either;
          (2) purchasing assets of a derivatives clearing 
        organization, a clearing agency, or a subsidiary of 
        either;
          (3) assuming or guaranteeing the obligations of a 
        derivatives clearing organization, a clearing agency, 
        or a subsidiary of either; or
          (4) acquiring any type of equity interest or security 
        of a derivatives clearing organization, a clearing 
        agency, or a subsidiary of either.

SEC. 3005. STUDIES.

  (a) Study on Effects of Position Limits on Trading on 
Exchanges in the United States.--
          (1) Study.--The Commodity Futures Trading Commission, 
        in consultation with each entity that is a designated 
        contract market under the Commodity Exchange Act, shall 
        conduct a study of the effects (if any) of the position 
        limits imposed pursuant to the other provisions of this 
        titleon excessive speculation and on the movement of 
        transactions from exchanges in the United States to 
        trading venues outside the United States.
          (2) Report to the congress.--Within 12 months after 
        the imposition of position limits pursuant to the other 
        provisions of this title, the Commodity Futures Trading 
        Commission, in consultation with each entity that is a 
        designated contract market under the Commodity Exchange 
        Act, shall submit to the Congress a report on the 
        matters described in paragraph (1).
          (3) Within 30 legislative days after the submission 
        to the Congress of the report described in paragraph 
        (2), the Committee on Agriculture of the House of 
        Representatives shall hold a hearing examining the 
        findings of the report.
          (4) In addition to the study required in paragraph 
        (1), the Chairman of the Commodity Futures Trading 
        Commission shall prepare and submit to the Congress 
        biennial reports on the growth or decline of the 
        derivatives markets in the United States and abroad, 
        which shall include assessments of the causes of any 
        such growth or decline, the effectiveness of regulatory 
        regimes in managing systemic risk, a comparison of the 
        costs of compliance at the time of the report for 
        market participants subject to regulation by the United 
        States with the costs of compliance in December 2008 
        for the market participants, and the quality of the 
        available data. In preparing the report, the Chairman 
        shall solicit the views of, consult with, and address 
        the concerns raised by, market participants, 
        regulators, legislators, and other interested parties.
  (b) Study on Feasibility of Requiring Use of Standardized 
Algorithmic Descriptions for Financial Derivatives.--
          (1) In general.--The Securities and Exchange 
        Commission and the Commodity Futures Trading Commission 
        shall conduct a joint study of the feasibility of 
        requiring the derivatives industry to adopt 
        standardized computer-readable algorithmic descriptions 
        which may be used to describe complex and standardized 
        financial derivatives.
          (2) Goals.--The algorithmic descriptions defined in 
        the study shall be designed to facilitate computerized 
        analysis of individual derivative contracts and to 
        calculate net exposures to complex derivatives. The 
        algorithmic descriptions shall be optimized for 
        simultaneous use by:
                  (A) commercial users and traders of 
                derivatives;
                  (B) derivative clearing houses, exchanges and 
                electronic trading platforms;
                  (C) trade repositories and regulator 
                investigations of market activities; and
                  (D) systemic risk regulators.
        The study will also examine the extent to which the 
        algorithmic description, together with standardized and 
        extensible legal definitions, may serve as the binding 
        legal definition of derivative contracts. The study 
        will examine the logistics of possible implementations 
        of standardized algorithmic descriptions for 
        derivatives contracts. The study shall be limited to 
        electronic formats for exchange of derivative contract 
        descriptions and will not contemplate disclosure of 
        proprietary valuation models.
          (3) International coordination.--In conducting the 
        study, the Securities and Exchange Commission and the 
        Commodity Futures Trading Commission shall coordinate 
        the study with international financial institutions and 
        regulators as appropriate and practical.
          (4) Report.--Within 8 months after the date of the 
        enactment of this Act, the Securities and Exchange 
        Commission and the Commodity Futures Trading Commission 
        shall jointly submit to the Committees on Agriculture 
        and on Financial Services of the House of 
        Representatives and the Committees on Agriculture, 
        Nutrition, and Forestry and on Banking, Housing, and 
        Urban Affairs of the Senate a written report which 
        contains the results of the study required by 
        paragraphs (1) through (3).
  (c) Study of Desirability and Feasibility of Establishing 
Single Regulator for All Transactions Involving Financial 
Derivatives.--
          (1) In general.--The Secretary of the Treasury, the 
        Commodity Futures Trading Commission, and the 
        Securities and Exchange Commission shall conduct a 
        joint study of the desirability and feasibility of 
        establishing, by January 1, 2012, a single regulator 
        for all transactions involving financial derivatives.
          (2) Report to the congress.--Not later than December 
        1, 2010, Secretary of the Treasury, the Commodity 
        Futures Trading Commission, and the Securities and 
        Exchange Commission shall jointly submit to the 
        Committees on Agriculture and on Financial Services of 
        the House of Representatives and the Committees on 
        Agriculture, Nutrition, and Forestry and on Banking, 
        Housing, and Urban Affairs of the Senate a written 
        report that contains the results of the study required 
        by paragraph (1).

SEC. 3006. RECOMMENDATIONS FOR CHANGES TO INSOLVENCY LAWS.

  Not later than 180 days after the date of the enactment of 
this Act, the Securities and Exchange Commission, the Commodity 
Futures Trading Commission, and the Prudential Regulators (as 
defined in section 1a of the Commodity Exchange Act, as amended 
by section 3111 of this Act) shall transmit to Congress 
recommendations for legislative changes to the Federal 
insolvency laws--
          (1) in order to enhance the legal certainty with 
        respect to swap participants clearing non-proprietary 
        swap positions with a swap clearinghouse, including--
                  (A) customer rights to recover margin 
                deposits or custodial property held at or 
                through an insolvent swap clearinghouse, or 
                clearing participant; and
                  (B) the enforceability of clearing rules 
                relating to the portability of customer swap 
                positions (and associated margin) upon the 
                insolvency of a clearing participant;
          (2) to clarify and harmonize the insolvency law 
        framework applicable to entities that are both 
        commodity brokers (as defined in section 101(6) of 
        title 11, United States Code) and registered brokers or 
        dealers (as defined in section 3(a) of the Securities 
        Exchange Act of 1934 (15 U.S.C. 78c(a))); and
          (3) to facilitate the portfolio margining of 
        securities and commodity futures and options positions 
        held through entities that are both futures commission 
        merchants (as defined in section 1a of the Commodity 
        Exchange Act) and registered brokers or dealers (as 
        defined in section 3 of the Securities Exchange Act of 
        1934 (15 U.S.C. 78c(a))).

SEC. 3007. ABUSIVE SWAPS.

  The Commodity Futures Trading Commission and the Securities 
and Exchange Commission may, by rule or order, jointly collect 
information as may be necessary concerning the markets for any 
types of swap (as defined in section 1a(35) of the Commodity 
Exchange Act) or security-based swap (as defined in section 
1a(38) of such Act) and jointly issue a report with respect to 
any types of swaps or security-based swaps which the Commodity 
Futures Trading Commission and the Securities and Exchange 
Commission find are detrimental to the stability of a financial 
market or of participants in a financial market.

SEC. 3008. AUTHORITY TO PROHIBIT PARTICIPATION IN SWAP ACTIVITIES.

  If the Commodity Futures Trading Commission or the Securities 
and Exchange Commission determines that the regulation of swaps 
or security-based swaps markets in a foreign country undermines 
the stability of the United States financial system, either 
Commission, in consultation with the Secretary of the Treasury, 
may prohibit an entity domiciled in that country from 
participating in the United States in any swap or security-
based swap activities.

SEC. 3009. MEMORANDUM.

  (a)(1) The Commodity Futures Trading Commission and the 
Federal Energy Regulatory Commission shall, not later than 180 
days after the date of the enactment of this section, negotiate 
a memorandum of understanding to establish procedures for--
          (A) applying their respective authorities in a manner 
        so as to ensure effective and efficient regulation in 
        the public interest,
          (B) resolving conflicts concerning overlapping 
        jurisdiction between the two agencies, and
          (C) avoiding, to the extent possible, conflicting or 
        duplicative regulation.
  (2) Such memorandum and any subsequent amendments to the 
memorandum shall be promptly submitted to the appropriate 
committees of Congress.
  (b) The Commodity Futures Trading Commission and the Federal 
Energy Regulatory Commission shall, not later than 180 days 
after the date of the enactment of this section, negotiate a 
memorandum of understanding to share information that may be 
requested where either Commission is conducting an 
investigation into potential manipulation, fraud, or market 
power abuse in markets subject to such Commission's regulation 
or oversight. Shared information shall remain subject to the 
same restrictions on disclosure applicable to the Commission 
initially holding the information.

                 Subtitle A--Regulation of Swap Markets


SEC. 3101. DEFINITIONS.

  (a) Amendments to Definitions in the Commodity Exchange 
Act.--Section 1a of the Commodity Exchange Act (7 U.S.C. 1a) is 
amended--
          (1) in paragraph (12)(A)--
                  (A) in clause (vii)(III), by striking 
                ``$25,000,000'' and inserting ``$50,000,000''; 
                and
                  (B) in clause (xi), by striking ``total 
                assets in an amount'' and inserting ``amounts 
                invested on a discretionary basis'';
          (2) in paragraph (29)--
                  (A) in subparagraph (D), by striking ``and'';
                  (B) by redesignating subparagraph (E) as 
                subparagraph (G); and
                  (C) by inserting after subparagraph (D) the 
                following:
                  ``(E) a swap execution facility registered 
                under section 5h;
                  ``(F) a swap repository; and''; and
          (3) by adding at the end the following:
          ``(35) Swap.--
                  ``(A) In general.--Except as provided in 
                subparagraph (B), the term `swap' means any 
                agreement, contract, or transaction that--
                          ``(i) is a put, call, cap, floor, 
                        collar, or similar option of any kind 
                        for the purchase or sale of, or based 
                        on the value of, 1 or more interest or 
                        other rates, currencies, commodities, 
                        securities, instruments of 
                        indebtedness, indices, quantitative 
                        measures, or other financial or 
                        economic interests or property of any 
                        kind;
                          ``(ii) provides for any purchase, 
                        sale, payment, or delivery (other than 
                        a dividend on an equity security) that 
                        is dependent on the occurrence, non-
                        occurrence, or the extent of the 
                        occurrence of an event or contingency 
                        associated with a potential financial, 
                        economic, or commercial consequence;
                          ``(iii) provides on an executory 
                        basis for the exchange, on a fixed or 
                        contingent basis, of 1 or more payments 
                        based on the value or level of 1 or 
                        more interest or other rates, 
                        currencies, commodities, securities, 
                        instruments of indebtedness, indices, 
                        quantitative measures, or other 
                        financial or economic interests or 
                        property of any kind, or any interest 
                        therein or based on the value thereof, 
                        and that transfers, as between the 
                        parties to the transaction, in whole or 
                        in part, the financial risk associated 
                        with a future change in any such value 
                        or level without also conveying a 
                        current or future direct or indirect 
                        ownership interest in an asset 
                        (including any enterprise or investment 
                        pool) or liability that incorporates 
                        the financial risk so transferred, and 
                        includes any agreement, contract, or 
                        transaction commonly known as an 
                        interest rate swap, a rate floor, rate 
                        cap, rate collar, cross-currency rate 
                        swap, basis swap, currency swap, total 
                        return swap, equity index swap, equity 
                        swap, debt index swap, debt swap, 
                        credit spread, credit default swap, 
                        credit swap, weather swap, energy swap, 
                        metal swap, agricultural swap, 
                        emissions swap, or commodity swap;
                          ``(iv) is, or in the future becomes, 
                        commonly known to the trade as a swap;
                          ``(v) meets the definition of `swap 
                        agreement' as defined in section 206A 
                        of the Gramm-Leach-Bliley Act of which 
                        a material term of which is based on 
                        the price, yield, value, or volatility 
                        of any security or any group or index 
                        of securities, or any interest therein; 
                        or
                          ``(vi) is any combination or 
                        permutation of, or option on, any 
                        agreement, contract, or transaction 
                        described in any of clauses (i) through 
                        (v).
                  ``(B) Exclusions.--The term `swap' does not 
                include--
                          ``(i) any contract of sale of a 
                        commodity for future delivery (or any 
                        option on such a contract) or security 
                        futures product traded on or subject to 
                        the rules of any board of trade 
                        designated as a contract market under 
                        section 5 or 5f;
                          ``(ii) any sale of a nonfinancial 
                        commodity or security for deferred 
                        shipment or delivery, so long as the 
                        transaction is intended to be 
                        physically settled;
                          ``(iii) any put, call, straddle, 
                        option, or privilege on any security, 
                        certificate of deposit, or group or 
                        index of securities, including any 
                        interest therein or based on the value 
                        thereof, that is subject to the 
                        Securities Act of 1933 (15 U.S.C. 77a 
                        et seq.) and the Securities Exchange 
                        Act of 1934 (15 U.S.C. 78a et seq.);
                          ``(iv) any put, call, straddle, 
                        option, or privilege relating to 
                        foreign currency entered into on a 
                        national securities exchange registered 
                        pursuant to section 6(a) of the 
                        Securities Exchange Act of 1934 (15 
                        U.S.C. 78f(a));
                          ``(v) any agreement, contract, or 
                        transaction providing for the purchase 
                        or sale of 1 or more securities on a 
                        fixed basis that is subject to the 
                        Securities Act of 1933 (15 U.S.C. 77a 
                        et seq.) and the Securities Exchange 
                        Act of 1934 (15 U.S.C. 78a et seq);
                          ``(vi) any agreement, contract, or 
                        transaction providing for the purchase 
                        or sale of 1 or more securities on a 
                        contingent basis that is subject to the 
                        Securities Act of 1933 (15 U.S.C. 77a 
                        et seq) and the Securities Exchange Act 
                        of 1934 (15 U.S.C. 78a et seq.), unless 
                        the agreement, contract, or transaction 
                        predicates the purchase or sale on the 
                        occurrence of a bona fide contingency 
                        that might reasonably be expected to 
                        affect or be affected by the 
                        creditworthiness of a party other than 
                        a party to the agreement, contract, or 
                        transaction;
                          ``(vii) any note, bond, or evidence 
                        of indebtedness that is a security as 
                        defined in section 2(a)(1) of the 
                        Securities Act of 1933 (15 U.S.C. 
                        77b(a)(1));
                          ``(viii) any agreement, contract, or 
                        transaction that is--
                                  ``(I) based on a security; 
                                and
                                  ``(II) entered into directly 
                                or through an underwriter (as 
                                defined in section 2(a)(11) of 
                                the Securities Act of 1933) (15 
                                U.S.C. 77b(a)(11)) by the 
                                issuer of the security for the 
                                purposes of raising capital, 
                                unless the agreement, contract, 
                                or transaction is entered into 
                                to manage a risk associated 
                                with capital-raising;
                          ``(ix) any foreign exchange forward;
                          ``(x) any foreign exchange swap;
                          ``(xi) any agreement, contract, or 
                        transaction a counterparty of which is 
                        a Federal Reserve bank, the United 
                        States government or an agency of the 
                        United States government that is 
                        expressly backed by the full faith and 
                        credit of the United States; and
                          ``(xii) any security-based swap.
                  ``(C) Rule of construction regarding master 
                agreements.--The term `swap' shall be construed 
                to include a master agreement that provides for 
                an agreement, contract, or transaction that is 
                a swap pursuant to subparagraph (A), together 
                with all supplements to any such master 
                agreement, without regard to whether the master 
                agreement contains an agreement, contract, or 
                transaction that is not a swap pursuant to 
                subparagraph (A), except that the master 
                agreement shall be considered to be a swap only 
                with respect to each agreement, contract, or 
                transaction under the master agreement that is 
                a swap pursuant to subparagraph (A).
                  ``(D) Foreign exchange swaps and forwards 
                exception.--
                          ``(i) In general.--Notwithstanding 
                        clauses (ix) and (x) of subparagraph 
                        (B), foreign exchange swaps and foreign 
                        exchange forwards shall be considered 
                        swaps under this paragraph if the 
                        Commission makes a determination that 
                        either foreign exchange swaps or 
                        foreign exchange forwards or both 
                        should be regulated as swaps under this 
                        Act and the Secretary concurs with such 
                        determination.
                          ``(ii) Scope of authority.--
                                  ``(I) The Commission and the 
                                Secretary shall jointly 
                                determine which of the 
                                authorities under this Act 
                                regarding swaps the Commission 
                                shall exercise over foreign 
                                exchange swaps and foreign 
                                exchange forwards. Such 
                                authorities shall subsequently 
                                be exercised solely by the 
                                Commission. The Commission and 
                                the Secretary may jointly amend 
                                any previously made 
                                determination under this 
                                subclause.
                                  ``(II) Notwithstanding clause 
                                (i), the Commission and the 
                                Secretary of the Treasury may 
                                determine that either foreign 
                                exchange swaps or foreign 
                                exchange forwards or both 
                                should not be regulated as 
                                swaps under this Act if such 
                                determination is jointly made.
                          ``(iii) Reporting.--Notwithstanding 
                        clauses (ix) and (x) of subparagraph 
                        (B) and subparagraph (D)(ii), all 
                        foreign exchange swaps and foreign 
                        exchange forwards shall be reported to 
                        either a swap repository, or, if there 
                        is no swap repository that would accept 
                        such swaps or forwards, to the 
                        Commission pursuant to section 4r 
                        within such time period as the 
                        Commission may by rule or regulation 
                        prescribe.
                          ``(iv) Secretary.--For purposes of 
                        this subparagraph only, the term 
                        `Secretary' means the Secretary of the 
                        Treasury.
          ``(36) Board.--The term `Board' means the Board of 
        Governors of the Federal Reserve System.
          ``(37) Security-based swap.--The term `security-based 
        swap' has the same meaning as in section 3(a)(68) of 
        the Securities and Exchange Act of 1934.
          ``(38) Swap dealer.--
                  ``(A) In general.--The term `swap dealer' 
                means any person who--
                          ``(i) holds itself out as a dealer in 
                        swaps;
                          ``(ii) makes a market in swaps;
                          ``(iii) regularly engages in the 
                        purchase of swaps and their resale to 
                        customers in the ordinary course of a 
                        business; or
                          ``(iv) engages in any activity 
                        causing the person to be commonly known 
                        in the trade as a dealer or market 
                        maker in swaps.
                  ``(B) A person may be designated a swap 
                dealer for a single type or single class or 
                category of swap and considered not a swap 
                dealer for other types, classes, or categories 
                of swaps.
                  ``(C) De minimus exception.--The Commission 
                shall make a determination to exempt from 
                designation as a swap dealer an entity that 
                engages in a de minimus amount of swap dealing 
                in connection with transactions with or on the 
                behalf of its customers.
          ``(39) Major swap participant.--
                  ``(A) In general.--The term `major swap 
                participant' means any person who is not a swap 
                dealer, and--
                          ``(i) maintains a substantial net 
                        position in outstanding swaps, 
                        excluding positions held primarily for 
                        hedging, reducing or otherwise 
                        mitigating its commercial risk, 
                        including operating and balance sheet 
                        risk; or
                          ``(ii) whose outstanding swaps create 
                        substantial net counterparty exposure 
                        among the aggregate of its 
                        counterparties that could expose those 
                        counterparties to significant credit 
                        losses.
                  ``(B) Definition of substantial net 
                postion.--The Commission shall define by rule 
                or regulation the terms `substantial net 
                position', `substantial net counterparty 
                exposure', and `significant credit losses' at 
                thresholds that the Commission determines 
                prudent for the effective monitoring, 
                management and oversight of entities which are 
                systemically important or can significantly 
                impact the financial system through 
                counterparty credit risk. In setting the 
                definitions, the Commission shall consider the 
                person's relative position in uncleared as 
                opposed to cleared swaps.
                  ``(C) A person may be designated a major swap 
                participant for 1 or more individual types of 
                swaps without being classified as a major swap 
                participant for all classes of swaps.
          ``(40) Major security-based swap participant.--The 
        term `major security-based swap participant' has the 
        same meaning as in section 3(a)(67) of the Securities 
        Exchange Act of 1934.
          ``(41) Appropriate federal banking agency.--The term 
        `appropriate Federal banking agency' has the same 
        meaning as in section 3(q) of the Federal Deposit 
        Insurance Act (12 U.S.C. 1813(q)).
          ``(42) Prudential regulator.--The term `Prudential 
        Regulator' means--
                  ``(A) the Board in the case of a swap dealer, 
                major swap participant, security-based swap 
                dealer, or major security-based swap 
                participant that is--
                          ``(i) a State-chartered bank that is 
                        a member of the Federal Reserve System; 
                        or
                          ``(ii) a State-chartered branch or 
                        agency of a foreign bank;
                  ``(B) the Office of the Comptroller of the 
                Currency in the case of a swap dealer, major 
                swap participant, security-based swap dealer, 
                or major security-based swap participant that 
                is--
                          ``(i) a national bank; or
                          ``(ii) a federally chartered branch 
                        or agency of a foreign bank; and
                  ``(C) the Federal Deposit Insurance 
                Corporation in the case of a swap dealer, major 
                swap participant, security-based swap dealer, 
                or major security-based swap participant that 
                is a State-chartered bank that is not a member 
                of the Federal Reserve System.
          ``(43) Security-based swap dealer.--The term 
        `security-based swap dealer' has the same meaning as in 
        section 3(a)(71) of the Securities Exchange Act of 
        1934.
          ``(44) Foreign exchange forward.--The term `foreign 
        exchange forward' means a transaction that solely 
        involves the exchange of 2 different currencies on a 
        specific future date at a fixed rate agreed at the 
        inception of the contract.
          ``(45) Foreign exchange swap.--The term `foreign 
        exchange swap' means a transaction that solely involves 
        the exchange of 2 different currencies on a specific 
        date at a fixed rate agreed at the inception of the 
        contract, and a reverse exchange of the same 2 
        currencies at a date further in the future and at a 
        fixed rate agreed at the inception of the contract.
          ``(46) Person associated with a security-based swap 
        dealer or major security-based swap participant.--The 
        term `person associated with a security-based swap 
        dealer or major security-based swap participant' or 
        `associated person of a security-based swap dealer or 
        major security-based swap participant' has the same 
        meaning as in section 3(a)(70) of the Securities 
        Exchange Act of 1934.
          ``(47) Person associated with a swap dealer or major 
        swap participant.--The term `person associated with a 
        swap dealer or major swap participant' or `associated 
        person of a swap dealer or major swap participant' 
        means any partner, officer, director, or branch manager 
        of a swap dealer or major swap participant (or any 
        person occupying a similar status or performing similar 
        functions), any person directly or indirectly 
        controlling, controlled by, or under common control 
        with a swap dealer or major swap participant, or any 
        employee of a swap dealer or major swap participant, 
        except that any person associated with a swap dealer or 
        major swap participant whose functions are solely 
        clerical or ministerial shall not be included in the 
        meaning of the term other than for purposes of section 
        4s(b)(6).
          ``(48) Swap repository.--The term `swap repository' 
        means any person that collects, calculates, prepares or 
        maintains information or records with respect to 
        transactions or positions in or the terms and 
        conditions of swaps entered into by third parties.
          ``(49) Swap execution facility.--The term `swap 
        execution facility' means a person or entity that 
        facilitates the execution or trading of swaps between 
        two persons through any means of interstate commerce, 
        but which is not a designated contract market, 
        including any electronic trade execution or voice 
        brokerage facility.
          ``(50) Derivative.--The term `derivative' means--
                  ``(A) a contract of sale of a commodity for 
                future delivery; or
                  ``(B) a swap.''.
  (b) Authority to Further Define Terms.--The Commodity Futures 
Trading Commission shall adopt a rule further defining the 
terms ``swap'', ``swap dealer'', ``major swap participant'', 
and ``eligible contract participant'' for the purpose of 
including transactions and entities that have been structured 
to evade this title.
  (c) Exemptions.--Section 4(c) of the Commodity Exchange Act 
(7 U.S.C. 4(c)) is amended by adding at the end the following: 
``The Commission shall not have the authority to grant 
exemptions from the provisions of sections 3101(a), 3101(c), 
3104, 3105, 3106, 3107, 3109, 3110, 3113, 3115, 3120, and 3121 
of the Derivative Markets Transparency and Accountability Act 
of 2009, except as expressly authorized under the provisions of 
that Act. Notwithstanding the preceding sentence, the Commodity 
Futures Trading Commission may exempt from any provision of the 
Commodity Exchange Act, pursuant to this subsection, an 
agreement, contract, or transaction that is entered into 
pursuant to a tariff approved by the Federal Energy Regulatory 
Commission, if the Commodity Futures Trading Commission 
determines that the exemption would be consistent with the 
public interest, and shall consider and not unreasonably deny 
any request made by the Federal Energy Regulatory Commission 
for such an exemption.''.

SEC. 3102. JURISDICTION.

  (a) Exclusive Jurisdiction.--Section 2(a)(1) of the Commodity 
Exchange Act (7 U.S.C. 2(a)(1)) is amended--
          (1) in the 1st sentence of subparagraph (A)--
                  (A) by striking ``(c) through (i)'' and 
                inserting ``(c) and (f)'';
                  (B) by inserting ``swaps, or'' before 
                ``contracts of sale'';
                  (C) by striking ``derivatives transaction 
                execution facility'' and inserting ``swap 
                execution facility''; and
                  (D) by striking ``5a'' and inserting ``5h''; 
                and
          (2) by adding at the end the following:
                  ``(G)(i) Nothing in this paragraph shall 
                limit the jurisdiction conferred on the 
                Securities and Exchange Commission by the 
                Derivative Markets Transparency and 
                Accountability Act of 2009 with regard to 
                security-based swap agreements as defined 
                pursuant to section 3002(e) of such Act, and 
                security-based swaps.
                  ``(ii) In addition to the authority of the 
                Securities Exchange Commission described in 
                clause (i), nothing in this subparagraph shall 
                limit or affect any statutory authority of the 
                Commission with respect to an agreement, 
                contract, or transaction described in clause 
                (i).
                  ``(H)(i) Nothing in this Act shall limit or 
                affect any statutory authority of the Federal 
                Energy Regulatory Commission with respect to an 
                agreement, contract, or transaction that is--
                          ``(I) not executed, traded, or 
                        cleared on a registered entity or 
                        trading facility; and
                          ``(II) entered into pursuant to a 
                        tariff or rate schedule approved by the 
                        Federal Energy Regulatory Commission.
                  ``(ii) In addition to the authority of the 
                Federal Energy Regulatory Commission described 
                in clause (i), nothing in this subparagraph 
                shall limit or affect any statutory authority 
                of the Commission with respect to an agreement, 
                contract, or transaction described in clause 
                (i).''.
  (b) Additions.--Section 2(c)(2)(A) of such Act (7 U.S.C. 
2(c)(2)(A)) is amended--
          (1) in clause (i) by striking ``or'' at the end;
          (2) by redesignating clause (ii) as clause (iii); and
          (3) by inserting after clause (i) the following:
                          ``(ii) a swap; or''.
  (c) Section 12(e) of such Act (7 U.S.C. 16(e)) is amended--
          (1) in paragraph (1)(B), by inserting ``or (3)'' 
        after ``paragraph (2)'';
          (2) in paragraph (2), by striking subparagraphs (A) 
        and (B) and inserting the following:
                  ``(A) a swap; and
                  ``(B) an agreement, contract, or transaction 
                that is excluded from this Act under section 
                2(c) or 2(f) of this Act or title IV of the 
                Commodity Futures Modernization Act of 2000 or 
                exempted under section 4(c) of this Act 
                (regardless of whether any such agreement, 
                contract, or transaction is otherwise subject 
                to this Act).''; and
          (3) by adding at the end the following:
          ``(3) A swap may not be regulated as an insurance 
        contract under State law.
          ``(4) The provisions of this Act relating to swaps 
        that were enacted by the Derivative Markets 
        Transparency and Accountability Act of 2009, including 
        any rule or regulation thereunder, shall not apply to 
        activities outside the United States unless those 
        activities--
                  ``(A) have a direct and significant 
                connection with activities in or effect on 
                United States commerce; or
                  ``(B) contravene such rules or regulations as 
                the Commission may prescribe as necessary or 
                appropriate to prevent the evasion of any 
                provision of this Act that was enacted by the 
                Derivative Markets Transparency and 
                Accountability Act of 2009.''.
  (d) Nothing in the Derivative Markets Transparency and 
Accountability Act of 2009 or the amendments to the Commodity 
Exchange Act made by such Act shall limit or affect any 
statutory enforcement authority of the Federal Energy 
Regulatory Commission pursuant to Section 222 of the Federal 
Power Act and Section 4A of the Natural Gas Act that existed 
prior to the date of enactment of the Derivative Markets 
Transparency and Accountability Act of 2009.

SEC. 3103. CLEARING AND EXECUTION TRANSPARENCY.

  (a) Clearing and Execution Transparency Requirements.--
          (1) Section 2 of the Commodity Exchange Act (7 U.S.C. 
        2) is amended by striking subsections (d), (e), (g), 
        and (h).
          (2)(A) Prior to the final effective dates in this 
        title, a person may petition the Commodity Futures 
        Trading Commission to remain subject to paragraphs (3) 
        through (7) of section 2(h) of the Commodity Exchange 
        Act.
          (B) The Commodity Futures Trading Commission shall 
        consider any petition submitted under subparagraph (A) 
        in a prompt manner and may allow a person to continue 
        operating subject to paragraphs (3) through (7) of 
        section 2(h) of the Commodity Exchange Act for up to 
        one year after the effective date of this subtitle.
          (3) Section 2 of such Act (7 U.S.C. 2) is further 
        amended by inserting after subsection (c) the 
        following:
  ``(d) Swaps.--Nothing in this Act (other than subsections 
(a)(1)(A), (a)(1)(B), (c)(2)(A)(ii), (e), (f), (j), and (k), 
sections 4a, 4b, 4b-1, 4c(a), 4c(b), 4o, 4r, 4s, 4t, 5, 5b, 5c, 
5h, 6(c), 6(d), 6c, 6d, 8, 8a, 9, 12(e)(2), 12(f), 13(a), 
13(b), 21, and 22(a)(4) and such other provisions of this Act 
as are applicable by their terms to registered entities and 
Commission registrants) governs or applies to a swap.
  ``(e) Limitation on Participation.--It shall be unlawful for 
any person, other than an eligible contract participant, to 
enter into a swap unless the swap is entered into on or subject 
to the rules of a board of trade designated as a contract 
market under section 5.''.
          (4) Section 2 of such Act (7 U.S.C. 2) is further 
        amended by inserting after subsection (i) the 
        following:
  ``(j) Clearing Requirement.--
          ``(1) In general.--
                  ``(A) Standard for clearing.--A swap shall be 
                submitted for clearing if a derivatives 
                clearing organization that is registered under 
                this Act will accept the swap for clearing, and 
                the Commission has determined under paragraph 
                (2)(B)(ii) that the swap is required to be 
                cleared.
                  ``(B) Open access.--The rules of a 
                derivatives clearing organization described in 
                subparagraph (A) shall--
                          ``(i) prescribe that all swaps 
                        submitted to the derivatives clearing 
                        organization with the same terms and 
                        conditions are economically equivalent 
                        within the derivatives clearing 
                        organization and may be offset with 
                        each other within the derivatives 
                        clearing organization; and
                          ``(ii) provide for non-discriminatory 
                        clearing of a swap executed bilaterally 
                        or on or through the rules of an 
                        unaffiliated designated contract market 
                        or swap execution facility.
          ``(2) Commission review.--
                  ``(A) Commission-initiated review.--
                          ``(i) The Commission shall review 
                        each swap, or any group, category, type 
                        or class of swaps to make a 
                        determination as to whether the swap or 
                        group, category, type, or class of 
                        swaps should be required to be cleared.
                          ``(ii) The Commission shall provide 
                        at least a 30-day public comment period 
                        regarding any determination made under 
                        clause (i).
                  ``(B) Swap submissions.--
                          ``(i) A derivatives clearing 
                        organization shall submit to the 
                        Commission each swap, or any group, 
                        category, type or class of swaps that 
                        it plans to accept for clearing, and 
                        provide notice to its members (in a 
                        manner to be determined by the 
                        Commission) of the submission.
                          ``(ii) The Commission shall--
                                  ``(I) make available to the 
                                public any submission received 
                                under clause (i);
                                  ``(II) review each submission 
                                made under clause (i), and 
                                determine whether the swap, or 
                                group, category, type, or class 
                                of swaps described in the 
                                submission is required to be 
                                cleared; and
                                  ``(III) provide at least a 
                                30-day public comment period 
                                regarding its determination as 
                                to whether the clearing 
                                requirement under paragraph 
                                (1)(A) shall apply to the 
                                submission.
                  ``(C) Deadline.--The Commission shall make 
                its determination under subparagraph (B)(ii) 
                not later than 90 days after receiving a 
                submission made under subparagraph (B)(i), 
                unless the submitting derivatives clearing 
                organization agrees to an extension for the 
                time limitation established under this 
                subparagraph.
                  ``(D) Determination.--
                          ``(i) In reviewing a submission made 
                        under subparagraph (B), the Commission 
                        shall review whether the submission is 
                        consistent with section 5b(c)(2),
                          ``(ii) In reviewing a swap, group of 
                        swaps, or class of swaps pursuant to 
                        subparagraph (A) or a submission made 
                        under subparagraph (B), the Commission 
                        shall take into account the following 
                        factors:
                                  ``(I) The existence of 
                                significant outstanding 
                                notional exposures, trading 
                                liquidity and adequate pricing 
                                data.
                                  ``(II) The availability of 
                                rule framework, capacity, 
                                operational expertise and 
                                resources, and credit support 
                                infrastructure to clear the 
                                contract on terms that are 
                                consistent with the material 
                                terms and trading conventions 
                                on which the contract is then 
                                traded.
                                  ``(III) The effect on the 
                                mitigation of systemic risk, 
                                taking into account the size of 
                                the market for such contract 
                                and the resources of the 
                                derivatives clearing 
                                organization available to clear 
                                the contract.
                                  ``(IV) The effect on 
                                competition, including 
                                appropriate fees and charges 
                                applied to clearing.
                                  ``(V) The existence of 
                                reasonable legal certainty in 
                                the event of the insolvency of 
                                the relevant derivatives 
                                clearing organization or 1 or 
                                more of its clearing members 
                                with regard to the treatment of 
                                customer and swap counterparty 
                                positions, funds, and property.
                          ``(iii) In making a determination 
                        under subparagraph (B)(ii) that the 
                        clearing requirement shall apply, the 
                        Commission may require such terms and 
                        conditions to the requirement as the 
                        Commission determines to be 
                        appropriate.
                  ``(E) Rules.--Not later than 1 year after the 
                date of the enactment of the Derivative Markets 
                Transparency and Accountability Act of 2009, 
                the Commission shall adopt rules for a 
                derivatives clearing organization's submission 
                for review, pursuant to this paragraph, of a 
                swap, or a group, category, type or class of 
                swaps, that it seeks to accept for clearing.
          ``(3) Stay of clearing requirement.--
                  ``(A) After a determination pursuant to 
                paragraph (2)(B), the Commission, on 
                application of a counterparty to a swap or on 
                its own initiative, may stay the clearing 
                requirement of paragraph (1) until the 
                Commission completes a review of the terms of 
                the swap (or the group, category, type or class 
                of swaps) and the clearing arrangement.
                  ``(B) Deadline.--The Commission shall 
                complete a review undertaken pursuant to 
                subparagraph (A) not later than 90 days after 
                issuance of the stay, unless the derivatives 
                clearing organization that clears the swap, or 
                group, category, type or class of swaps, agrees 
                to an extension of the time limitation 
                established under this subparagraph.
                  ``(C) Determination.--Upon completion of the 
                review undertaken pursuant to subparagraph (A), 
                the Commission may--
                          ``(i) determine, unconditionally or 
                        subject to such terms and conditions as 
                        the Commission determines to be 
                        appropriate, that the swap, or group, 
                        category, type or class of swaps, must 
                        be cleared pursuant to this subsection 
                        if it finds that such clearing is 
                        consistent with paragraph (2)(D); or
                          ``(ii) determine that the clearing 
                        requirement of paragraph (1) shall not 
                        apply to the swap, or group, category, 
                        type or class of swaps.
                  ``(D) Rules.--Not later than 1 year after the 
                date of the enactment of the Derivative Markets 
                Transparency and Accountability Act of 2009, 
                the Commission shall adopt rules for reviewing, 
                pursuant to this paragraph, a derivatives 
                clearing organization's clearing of a swap, or 
                a group, category, type or class of swaps, that 
                it has accepted for clearing.
          ``(4) Prevention of evasion.--The Commission may 
        prescribe rules under this subsection, or issue 
        interpretations of the rules, as necessary to prevent 
        evasions of this subsection.
          ``(5) Required reporting.--
                  ``(A) In general.--All swaps that are not 
                accepted for clearing by any derivatives 
                clearing organization shall be reported either 
                to a swap repository described in section 21 
                or, if there is no repository that would accept 
                the swap, to the Commission pursuant to section 
                4r within such time period as the Commission 
                may by rule or regulation prescribe. 
                Counterparties to a swap may agree which 
                counterparty will report the swap as required 
                by this paragraph.
                  ``(B) Swap dealer designation.--With regard 
                to swaps where only 1 counterparty is a swap 
                dealer, the swap dealer shall report the swap 
                as required by this paragraph.
          ``(6) Reporting transition rules.--Rules adopted by 
        the Commission under this section shall provide for the 
        reporting of data, as follows:
                  ``(A) Swaps entered into before the date of 
                the enactment of this subsection shall be 
                reported to a registered swap repository or the 
                Commission no later than 180 days after the 
                effective date of this subsection; and
                  ``(B) Swaps entered into on or after such 
                date of enactment shall be reported to a 
                registered swap repository or the Commission no 
                later than the later of--
                          ``(i) 90 days after such effective 
                        date; or
                          ``(ii) such other time after entering 
                        into the swap as the Commission may 
                        prescribe by rule or regulation.
          ``(7) Clearing transition rules.--
                  ``(A) Swaps entered into before the date of 
                the enactment of this subsection are exempt 
                from the clearing requirements of this 
                subsection if reported pursuant to paragraph 
                (6)(A).
                  ``(B) Swaps entered into before application 
                of the clearing requirement pursuant to this 
                subsection are exempt from the clearing 
                requirements of this subsection if reported 
                pursuant to paragraph (6)(B).
          ``(8) Exceptions.--
                  ``(A) In general.--The requirements of 
                paragraph (1) shall not apply to a swap if one 
                of the counterparties to the swap--
                          ``(i) is not a swap dealer or major 
                        swap participant;
                          ``(ii) is using swaps to hedge or 
                        mitigate commercial risk, including 
                        operating or balance sheet risk; and
                          ``(iii) notifies the Commission, in a 
                        manner set forth by the Commission, how 
                        it generally meets its financial 
                        obligations associated with entering 
                        into non-cleared swaps.
                  ``(B) Abuse of exception.--The Commission may 
                prescribe rules under this subsection, or issue 
                interpretations of the rules, as necessary to 
                prevent abuse of the exemption in subparagraph 
                (A) by swap dealers and major swap 
                participants.
                  ``(C) Option to clear.--The application of 
                the clearing exception in subparagraph (A) is 
                solely at the discretion of the counterparty to 
                the swap that meets the conditions of clauses 
                (i) through (iii) of subparagraph (A).
  ``(k) Execution Transparency.--
          ``(1) Requirement.--A swap that is subject to the 
        clearing requirement of subsection (j) shall not be 
        traded except on or through a board of trade designated 
        as a contract market under section 5, or on or through 
        a swap execution facility registered under section 5h, 
        that makes the swap available for trading.
          ``(2) Exceptions.--The requirement of paragraph (1) 
        shall not apply to a swap if no designated contract 
        market or swap execution facility makes the swap 
        available for trading.
          ``(3) Agricultural swaps.--No person shall offer to 
        enter into, enter into or confirm the execution of, any 
        swap in an agricultural commodity (as defined by the 
        Commission) that is subject to paragraphs (1) and (2) 
        except pursuant to a rule or regulation of the 
        Commission allowing the swap under such terms and 
        conditions as the Commission shall prescribe.
          ``(4) Required reporting.--If the exception of 
        paragraph (2) applies and there is no facility that 
        makes the swap available to trade, the counterparties 
        shall comply with any recordkeeping and transaction 
        reporting requirements that may be prescribed by the 
        Commission with respect to swaps subject to the 
        requirements of paragraph (1).
          ``(5) Exchange trading.--In adopting rules and 
        regulations, the Commission shall endeavor to eliminate 
        unnecessary impediments to the trading on boards of 
        trade designated as contract markets under section 5 of 
        contracts, agreements, or transactions that would be 
        security-based swaps but for the trading of such 
        contracts, agreements or transactions on such a 
        designated contract market.''.
  (b) Derivatives Clearing Organizations.--
          (1) Subsections (a) and (b) of section 5b of such Act 
        (7 U.S.C. 7a-1) are amended to read as follows:
  ``(a) Registration Requirement.--
          ``(1) In general.--It shall be unlawful for any 
        entity, unless registered with the Commission, directly 
        or indirectly to make use of the mails or any means or 
        instrumentality of interstate commerce to perform the 
        functions of a derivatives clearing organization 
        described in section 1a(10) of this Act with respect 
        to--
                  ``(A) a contract of sale of a commodity for 
                future delivery (or option on such a contract) 
                or option on a commodity, in each case unless 
                the contract or option is--
                          ``(i) excluded from this Act by 
                        section 2(a)(1)(C)(i), 2(c), or 2(f); 
                        or
                          ``(ii) a security futures product 
                        cleared by a clearing agency registered 
                        with the Securities and Exchange 
                        Commission under the Securities 
                        Exchange Act of 1934 (15 U.S.C. 78a et 
                        seq.); or
                  ``(B) a swap.
          ``(2) Existing banks and clearing agencies.--A bank 
        or a clearing agency registered with the Securities and 
        Exchange Commission under the Securities Exchange Act 
        of 1934 required to be registered as a derivatives 
        clearing organization under this section is deemed to 
        be registered under this section to the extent that the 
        bank cleared swaps, as defined in this Act, as a 
        multilateral clearing organization or the clearing 
        agency cleared swaps, as defined in this Act, before 
        the enactment of this subsection. A bank to which this 
        paragraph applies may, by the vote of the shareholders 
        owning not less than 51 percent of the voting interests 
        of the bank, be converted into a State corporation, 
        partnership, limited liability company, or other 
        similar legal form pursuant to a plan of conversion, if 
        the conversion is not in contravention of applicable 
        State law.
  ``(b) Voluntary Registration.--A person that clears 
agreements, contracts, or transactions that are not required to 
be cleared under this Act may register with the Commission as a 
derivatives clearing organization.''.
          (2) Section 5b of such Act (7 U.S.C. 7a-1) is amended 
        by adding at the end the following:
  ``(g) Rules.--Not later than 1 year after the date of the 
enactment of the Derivative Markets Transparency and 
Accountability Act of 2009, the Commission shall adopt rules 
governing persons that are registered as derivatives clearing 
organizations for swaps under this subsection.
  ``(h) Exemptions.--
          ``(1) In general.--The Commission may exempt, 
        conditionally or unconditionally, a derivatives 
        clearing organization from registration under this 
        section for the clearing of swaps if the Commission 
        finds that the derivatives clearing organization is 
        subject to comparable, comprehensive supervision and 
        regulation on a consolidated basis by a Prudential 
        Regulator or the appropriate governmental authorities 
        in the organization's home country.
          ``(2) A person that is required to be registered as a 
        derivatives clearing organization under this section, 
        whose principal business is clearing securities and 
        options on securities and which is a clearing agency 
        registered with the Securities Exchange Commission 
        under the Securities Exchange Act of 1934 (15 U.S.C. 
        78a et seq.), shall be unconditionally exempt from 
        registration under this section solely for the purpose 
        of clearing swaps, unless the Commission finds that the 
        clearing agency is not subject to comparable, 
        comprehensive supervision and regulation by the 
        Securities and Exchange Commission.
  ``(i) Designation of Compliance Officer.--
          ``(1) In general.--Each derivatives clearing 
        organization shall designate an individual to serve as 
        a compliance officer.
          ``(2) Duties.--The compliance officer--
                  ``(A) shall report directly to the board or 
                to the senior officer of the derivatives 
                clearing organization; and
                  ``(B) shall--
                          ``(i) review compliance with the core 
                        principles in section 5b(c)(2).
                          ``(ii) in consultation with the board 
                        of the derivatives clearing 
                        organization, a body performing a 
                        function similar to that of a board, or 
                        the senior officer of the derivatives 
                        clearing organization, resolve any 
                        conflicts of interest that may arise;
                          ``(iii) be responsible for 
                        administering the policies and 
                        procedures required to be established 
                        pursuant to this section; and
                          ``(iv) ensure compliance with this 
                        Act and the rules and regulations 
                        issued under this Act; and
                  ``(C) shall establish procedures for 
                remediation of non-compliance issues found 
                during compliance office reviews, lookbacks, 
                internal or external audit findings, self-
                reported errors, or through validated 
                complaints. The procedures shall establish the 
                handling, management response, remediation, re-
                testing, and closing of non-compliant issues.
          ``(3) Annual reports required.--The compliance 
        officer shall annually prepare and sign a report on the 
        compliance of the derivatives clearing organization 
        with this Act and the policies and procedures of the 
        derivatives clearing organization, including the code 
        of ethics and conflict of interest policies of the 
        derivatives clearing organization, in accordance with 
        rules prescribed by the Commission. The compliance 
        report shall accompany the financial reports of the 
        derivatives clearing organization that are required to 
        be furnished to the Commission pursuant to this section 
        and shall include a certification that, under penalty 
        of law, the report is accurate and complete.''.
          (3) Section 5b(c)(2) of such Act (7 U.S.C. 7a-
        1(c)(2)) is amended to read as follows:
          ``(2) Core principles for derivatives clearing 
        organizations.--
                  ``(A) In general.--To be registered and to 
                maintain registration as a derivatives clearing 
                organization, a derivatives clearing 
                organization shall comply with the core 
                principles specified in this paragraph and any 
                requirement that the Commission may impose by 
                rule or regulation pursuant to section 8a(5). 
                Except where the Commission determines 
                otherwise by rule or regulation, a derivatives 
                clearing organization shall have reasonable 
                discretion in establishing the manner in which 
                the organization complies with the core 
                principles.
                  ``(B) Financial resources.--
                          ``(i) The derivatives clearing 
                        organization shall have adequate 
                        financial, operational, and managerial 
                        resources to discharge the 
                        responsibilities of the organization.
                          ``(ii) The financial resources of the 
                        derivatives clearing organization shall 
                        at a minimum exceed the total amount 
                        that would--
                                  ``(I) enable the organization 
                                to meet the financial 
                                obligations of the organization 
                                to the members of, and 
                                participants in, the 
                                organization, notwithstanding a 
                                default by the member or 
                                participant creating the 
                                largest financial exposure for 
                                the organization in extreme but 
                                plausible market conditions; 
                                and
                                  ``(II) enable the 
                                organization to cover the 
                                operating costs of the 
                                organization for a period of 1 
                                year, calculated on a rolling 
                                basis.
                  ``(C) Participant and product eligibility.--
                          ``(i) The derivatives clearing 
                        organization shall establish--
                                  ``(I) appropriate admission 
                                and continuing eligibility 
                                standards (including sufficient 
                                financial resources and 
                                operational capacity to meet 
                                obligations arising from 
                                participation in the 
                                organization) for members of 
                                and participants in the 
                                organization; and
                                  ``(II) appropriate standards 
                                for determining eligibility of 
                                agreements, contracts, or 
                                transactions submitted to the 
                                organization for clearing.
                          ``(ii) The derivatives clearing 
                        organization shall have procedures in 
                        place to verify that participation and 
                        membership requirements are met on an 
                        ongoing basis.
                          ``(iii) The participation and 
                        membership requirements of the 
                        derivatives clearing organization shall 
                        be objective, publicly disclosed, and 
                        permit fair and open access.
                  ``(D) Risk management.--
                          ``(i) The derivatives clearing 
                        organization shall have the ability to 
                        manage the risks associated with 
                        discharging the responsibilities of a 
                        derivatives clearing organization 
                        through the use of appropriate tools 
                        and procedures.
                          ``(ii) The derivatives clearing 
                        organization shall measure the credit 
                        exposures of the organization to the 
                        members of, and participants in, the 
                        organization at least once each 
                        business day and shall monitor the 
                        exposures throughout the business day.
                          ``(iii) Through margin requirements 
                        and other risk control mechanisms, a 
                        derivatives clearing organization shall 
                        limit the exposures of the organization 
                        to potential losses from defaults by 
                        the members of, and participants in, 
                        the organization so that the operations 
                        of the organization would not be 
                        disrupted and non-defaulting members or 
                        participants would not be exposed to 
                        losses that they cannot anticipate or 
                        control.
                          ``(iv) Margin required from all 
                        members and participants shall be 
                        sufficient to cover potential exposures 
                        in normal market conditions.
                          ``(v) The models and parameters used 
                        in setting margin requirements shall be 
                        risk-based and reviewed regularly.
                  ``(E) Settlement procedures.--The derivatives 
                clearing organization shall--
                          ``(i) complete money settlements on a 
                        timely basis, and not less than once 
                        each business day;
                          ``(ii) employ money settlement 
                        arrangements that eliminate or strictly 
                        limit the exposure of the organization 
                        to settlement bank risks, such as 
                        credit and liquidity risks from the use 
                        of banks to effect money settlements;
                          ``(iii) ensure money settlements are 
                        final when effected;
                          ``(iv) maintain an accurate record of 
                        the flow of funds associated with each 
                        money settlement;
                          ``(v) have the ability to comply with 
                        the terms and conditions of any 
                        permitted netting or offset 
                        arrangements with other clearing 
                        organizations; and
                          ``(vi) for physical settlements, 
                        establish rules that clearly state the 
                        obligations of the organization with 
                        respect to physical deliveries, 
                        including how risks from these 
                        obligations shall be identified and 
                        managed.
                  ``(F) Treatment of funds.--
                          ``(i) The derivatives clearing 
                        organization shall have standards and 
                        procedures designed to protect and 
                        ensure the safety of member and 
                        participant funds and assets.
                          ``(ii) The derivatives clearing 
                        organization shall hold member and 
                        participant funds and assets in a 
                        manner whereby risk of loss or of delay 
                        in the access of the organization to 
                        the assets and funds is minimized.
                          ``(iii) Assets and funds invested by 
                        the derivatives clearing organization 
                        shall be held in instruments with 
                        minimal credit, market, and liquidity 
                        risks.
                  ``(G) Default rules and procedures.--
                          ``(i) The derivatives clearing 
                        organization shall have rules and 
                        procedures designed to allow for the 
                        efficient, fair, and safe management of 
                        events when members or participants 
                        become insolvent or otherwise default 
                        on their obligations to the 
                        organization.
                          ``(ii) The default procedures of the 
                        derivatives clearing organization shall 
                        be clearly stated, and they shall 
                        ensure that the organization can take 
                        timely action to contain losses and 
                        liquidity pressures and to continue 
                        meeting the obligations of the 
                        organization.
                          ``(iii) The default procedures shall 
                        be publicly available.
                  ``(H) Rule enforcement.--The derivatives 
                clearing organization shall--
                          ``(i) maintain adequate arrangements 
                        and resources for the effective 
                        monitoring and enforcement of 
                        compliance with rules of the 
                        organization and for resolution of 
                        disputes; and
                          ``(ii) have the authority and ability 
                        to discipline, limit, suspend, or 
                        terminate the activities of a member or 
                        participant for violations of rules of 
                        the organization.
                  ``(I) System safeguards.--The derivatives 
                clearing organization shall--
                          ``(i) establish and maintain a 
                        program of risk analysis and oversight 
                        to identify and minimize sources of 
                        operational risk through the 
                        development of appropriate controls and 
                        procedures, and the development of 
                        automated systems, that are reliable, 
                        secure, and have adequate scalable 
                        capacity;
                          ``(ii) establish and maintain 
                        emergency procedures, backup 
                        facilities, and a plan for disaster 
                        recovery that allows for the timely 
                        recovery and resumption of operations 
                        and the fulfillment of the 
                        responsibilities and obligations of the 
                        organization; and
                          ``(iii) periodically conduct tests to 
                        verify that backup resources are 
                        sufficient to ensure continued order 
                        processing and trade matching, price 
                        reporting, market surveillance, and 
                        maintenance of a comprehensive and 
                        accurate audit trail.
                  ``(J) Reporting.--The derivatives clearing 
                organization shall provide to the Commission 
                all information necessary for the Commission to 
                conduct oversight of the organization.
                  ``(K) Recordkeeping.--The derivatives 
                clearing organization shall maintain records of 
                all activities related to the business of the 
                organization as a derivatives clearing 
                organization in a form and manner acceptable to 
                the Commission for a period of 5 years.
                  ``(L) Public information.--
                          ``(i) The derivatives clearing 
                        organization shall provide market 
                        participants with sufficient 
                        information to identify and evaluate 
                        accurately the risks and costs 
                        associated with using the services of 
                        the organization.
                          ``(ii) The derivatives clearing 
                        organization shall make information 
                        concerning the rules and operating 
                        procedures governing the clearing and 
                        settlement systems (including default 
                        procedures) of the organization 
                        available to market participants.
                          ``(iii) The derivatives clearing 
                        organization shall disclose publicly 
                        and to the Commission information 
                        concerning--
                                  ``(I) the terms and 
                                conditions of contracts, 
                                agreements, and transactions 
                                cleared and settled by the 
                                organization;
                                  ``(II) clearing and other 
                                fees that the organization 
                                charges the members of, and 
                                participants in, the 
                                organization;
                                  ``(III) the margin-setting 
                                methodology and the size and 
                                composition of the financial 
                                resource package of the 
                                organization;
                                  ``(IV) other information 
                                relevant to participation in 
                                the settlement and clearing 
                                activities of the organization; 
                                and
                                  ``(V) daily settlement 
                                prices, volume, and open 
                                interest for all contracts 
                                settled or cleared by the 
                                organization.
                  ``(M) Information-sharing.--The derivatives 
                clearing organization shall--
                          ``(i) enter into and abide by the 
                        terms of all appropriate and applicable 
                        domestic and international information-
                        sharing agreements; and
                          ``(ii) use relevant information 
                        obtained from the agreements in 
                        carrying out the risk management 
                        program of the organization.
                  ``(N) Antitrust considerations.--The 
                derivatives clearing organization shall avoid--
                          ``(i) adopting any rule or taking any 
                        action that results in any unreasonable 
                        restraint of trade; or
                          ``(ii) imposing any material 
                        anticompetitive burden.
                  ``(O) Governance fitness standards.--
                          ``(i) The derivatives clearing 
                        organization shall establish governance 
                        arrangements that are transparent in 
                        order to fulfill public interest 
                        requirements and to support the 
                        objectives of the owners of, and 
                        participants in, the organization.
                          ``(ii) The derivatives clearing 
                        organization shall establish and 
                        enforce appropriate fitness standards 
                        for the directors, members of any 
                        disciplinary committee, and members of 
                        the organization, and any other persons 
                        with direct access to the settlement or 
                        clearing activities of the 
                        organization, including any parties 
                        affiliated with any of the persons 
                        described in this subparagraph.
                  ``(P) Conflicts of interest.--The derivatives 
                clearing organization shall establish and 
                enforce rules to minimize conflicts of interest 
                in the decision-making process of the 
                organization and establish a process for 
                resolving the conflicts of interest.
                  ``(Q) Composition of the boards.--The 
                derivatives clearing organization shall ensure 
                that the composition of the governing board or 
                committee includes market participants.
                  ``(R) Legal risk.--The derivatives clearing 
                organization shall have a well founded, 
                transparent, and enforceable legal framework 
                for each aspect of its activities.''.
          (4) Section 5b of such Act (7 U.S.C. 7a-1) is further 
        amended by adding after subsection (i), as added by 
        this section, the following:
  ``(j) Reporting.--
          ``(1) In general.--A derivatives clearing 
        organization that clears swaps shall provide to the 
        Commission all information determined by the Commission 
        to be necessary to perform the responsibilities of the 
        Commission under this Act. The Commission shall adopt 
        data collection and maintenance requirements for swaps 
        cleared by derivatives clearing organizations that are 
        comparable to the corresponding requirements for swaps 
        accepted by swap repositories and swaps traded on swap 
        execution facilities. The Commission shall share the 
        information, upon request, with the Board, the 
        Securities and Exchange Commission, the appropriate 
        Federal banking agencies, the Financial Services 
        Oversight Council, and the Department of Justice or 
        other persons the Commission deems appropriate, 
        including foreign financial supervisors (including 
        foreign futures authorities), foreign central banks, 
        and foreign ministries that comply with the provisions 
        of section 8.
          ``(2) Public information.--A derivatives clearing 
        organization that clears swaps shall provide to the 
        Commission, or its designee, such information as is 
        required by, and in a form and at a frequency to be 
        determined by, the Commission, in order to comply with 
        the public reporting requirements contained in section 
        8(j).
          ``(3) A derivatives clearing organization shall keep 
        any such books and records relating to swaps defined in 
        section 1a(35)(A)(v) open to inspection and examination 
        by the Securities and Exchange Commission.''.
          (5) Section 8(e) of such Act (7 U.S.C. 12(e)) is 
        amended in the last sentence by inserting ``central 
        bank and ministries'' after ``department'' each place 
        it appears.
  (c) Legal Certainty for Identified Banking Products.--
          (1) Repeal.--Sections 402(d), 404, 407, 408(b), and 
        408(c)(2) of the Legal Certainty for Bank Products Act 
        of 2000 (7 U.S.C. 27(d), 27b, 27e, 27f(b), and 
        27f(c)(2)) are repealed.
          (2) Legal certainty.--Section 403 of the Legal 
        Certainty for Bank Products Act of 2000 (7 U.S.C. 27a) 
        is amended to read as follows:

``SEC. 403. EXCLUSION OF IDENTIFIED BANKING PRODUCT.

  ``(a) Exclusion.--Except as provided in subsection (b) or 
(c)--
          ``(1) the Commodity Exchange Act shall not apply to, 
        and the Commodity Futures Trading Commission shall not 
        exercise regulatory authority under such Act with 
        respect to, an identified banking product; and
          ``(2) the definitions of `security-based swap' in 
        section 3(a)(68) of the Securities Exchange Act of 1934 
        and `security-based swap agreement' in section 3(a)(76) 
        of the Securities Exchange Act of 1934 do not include 
        any identified banking product.
  ``(b) Exception.--An appropriate Federal banking agency may 
except an identified banking product of a bank under its 
regulatory jurisdiction from the exclusions in subsection (a) 
if the agency determines, in consultation with the Commodity 
Futures Trading Commission and the Securities and Exchange 
Commission, that the product--
          ``(1) would meet the definition of swap in section 
        1a(35) of the Commodity Exchange Act (7 U.S.C. 1a(35)) 
        or security-based swap in section 3(a)(68) of the 
        Securities and Exchange Act of 1934; and
          ``(2) has become known to the trade as a swap or 
        security-based swap, or otherwise has been structured 
        as an identified banking product for the purpose of 
        evading the provisions of the Commodity Exchange Act (7 
        U.S.C. 1 et seq.), the Securities Act of 1933 (15 
        U.S.C. 77a et seq.), or the Securities Exchange Act of 
        1934 (15 U.S.C. 78a et seq.).
  ``(c) Exception.--The exclusions in subsection (a) shall not 
apply to an identified banking product that--
          ``(1) is a product of a bank that is not under the 
        regulatory jurisdiction of an appropriate Federal 
        banking agency;
          ``(2) meets the definition of swap in section 1a(35) 
        of the Commodity Exchange Act or security-based swap in 
        section 3(a)(68) of the Securities and Exchange Act of 
        1934; and
          ``(3) has become known to the trade as a swap or 
        security-based swap, or otherwise has been structured 
        as an identified banking product for the purpose of 
        evading the provisions of the Commodity Exchange Act (7 
        U.S.C. 1 et seq.), the Securities Act of 1933 (15 
        U.S.C. 77a et seq.), or the Securities Exchange Act of 
        1934 (15 U.S.C. 78a et seq.).''.

SEC. 3104. PUBLIC REPORTING OF AGGREGATE SWAP DATA.

  Section 8 of the Commodity Exchange Act (7 U.S.C. 12) is 
amended by adding at the end the following:
  ``(j) Public Reporting of Aggregate Swap Data.--
          ``(1) In general.--The Commission, or a person 
        designated by the Commission pursuant to paragraph (2), 
        shall make available to the public, in a manner that 
        does not disclose the business transactions and market 
        positions of any person, aggregate data on swap trading 
        volumes and positions from the sources set forth in 
        paragraph (3).
          ``(2) Designee of the commission.--The Commission may 
        designate a derivatives clearing organization or a swap 
        repository to carry out the public reporting described 
        in paragraph (1).
          ``(3) Sources of information.--The sources of the 
        information to be publicly reported as described in 
        paragraph (1) are--
                  ``(A) derivatives clearing organizations 
                pursuant to section 5b(j)(2);
                  ``(B) swap repositories pursuant to section 
                21(c)(3); and
                  ``(C) reports received by the Commission 
                pursuant to section 4r.''.

SEC. 3105. SWAP REPOSITORIES.

  The Commodity Exchange Act (7 U.S.C. 1 et seq.) is amended by 
inserting after section 20 the following:

``SEC. 21. SWAP REPOSITORIES.

  ``(a) Registration Requirement.--
          ``(1) In general.--It shall be unlawful for any 
        person, unless registered with the Commission, directly 
        or indirectly to make use of the mails or any means or 
        instrumentality of interstate commerce to perform the 
        functions of a swap repository.
          ``(2) Inspection and examination.--Registered swap 
        repositories shall be subject to inspection and 
        examination by any representative of the Commission.
  ``(b) Standard Setting.--
          ``(1) Data identification.--The Commission shall 
        prescribe standards that specify the data elements for 
        each swap that shall be collected and maintained by 
        each registered swap repository.
          ``(2) Data collection and maintenance.--The 
        Commission shall prescribe data collection and data 
        maintenance standards for swap repositories.
          ``(3) Comparability.--The standards prescribed by the 
        Commission under this subsection shall be comparable to 
        the data standards imposed by the Commission on 
        derivatives clearing organizations that clear swaps.
  ``(c) Duties.--A swap repository shall--
          ``(1) accept data prescribed by the Commission for 
        each swap under subsection (b);
          ``(2) maintain the data in such form and manner and 
        for such period as may be required by the Commission;
          ``(3) provide to the Commission, or its designee, 
        such information as is required by, and in a form and 
        at a frequency to be determined by, the Commission, in 
        order to comply with the public reporting requirements 
        contained in section 8(j); and
          ``(4) make available, on a confidential basis 
        pursuant to section 8, all data obtained by the swap 
        repository, including individual counterparty trade and 
        position data, to the Commission, the appropriate 
        Federal banking agencies, the Financial Services 
        Oversight Council, the Securities and Exchange 
        Commission, and the Department of Justice or to other 
        persons the Commission deems appropriate, including 
        foreign financial supervisors (including foreign 
        futures authorities), foreign central banks, and 
        foreign ministries.
  ``(d) Rules.--Not later than 1 year after the date of the 
enactment of the Derivative Markets Transparency and 
Accountability Act of 2009, the Commission shall adopt rules 
governing persons that are registered under this section, 
including rules that specify the data elements that shall be 
collected and maintained.
  ``(e) Exemptions.--The Commission may exempt, conditionally 
or unconditionally, a swap repository from the requirements of 
this section if the Commission finds that the swap repository 
is subject to comparable, comprehensive supervision and 
regulation on a consolidated basis by the Securities and 
Exchange Commission, a Prudential Regulator or the appropriate 
governmental authorities in the organization's home country.''.

SEC. 3106. REPORTING AND RECORDKEEPING.

  The Commodity Exchange Act (7 U.S.C. 1 et seq.) is amended by 
inserting after section 4q the following:

``SEC. 4R. REPORTING AND RECORDKEEPING FOR CERTAIN SWAPS.

  ``(a) In General.--Any person who enters into a swap and--
          ``(1) did not have the swap cleared in accordance 
        with section 2(j)(1); and
          ``(2) did not have data regarding the swap accepted 
        by a swap repository in accordance with rules 
        (including timeframes) adopted by the Commission under 
        section 21,
shall meet the requirements in subsection (b).
  ``(b) Reports.--Any person described in subsection (a) 
shall--
          ``(1) make such reports in such form and manner and 
        for such period as the Commission shall prescribe by 
        rule or regulation regarding the swaps held by the 
        person; and
          ``(2) keep books and records pertaining to the swaps 
        held by the person in such form and manner and for such 
        period as may be required by the Commission, which 
        books and records shall be open to inspection by any 
        representative of the Commission, an appropriate 
        Federal banking agency, the Securities and Exchange 
        Commission, the Financial Services Oversight Council, 
        and the Department of Justice.
  ``(c) Identical Data.--In adopting rules under this section, 
the Commission shall require persons described in subsection 
(a) to report the same or a more comprehensive set of data than 
the Commission requires swap repositories to collect under 
section 21.''.

SEC. 3107. REGISTRATION AND REGULATION OF SWAP DEALERS AND MAJOR SWAP 
                    PARTICIPANTS.

  The Commodity Exchange Act (7 U.S.C. 1 et seq.) is amended by 
inserting after section 4r (as added by section 3106) the 
following:

``SEC. 4S. REGISTRATION AND REGULATION OF SWAP DEALERS AND MAJOR SWAP 
                    PARTICIPANTS.

  ``(a) Registration.--
          ``(1) It shall be unlawful for any person to act as a 
        swap dealer unless the person is registered as a swap 
        dealer with the Commission.
          ``(2) It shall be unlawful for any person to act as a 
        major swap participant unless the person is registered 
        as a major swap participant with the Commission.
  ``(b) Requirements.--
          ``(1) In general.--A person shall register as a swap 
        dealer or major swap participant by filing a 
        registration application with the Commission.
          ``(2) Contents.--The application shall be made in 
        such form and manner as prescribed by the Commission, 
        giving any information and facts as the Commission may 
        deem necessary concerning the business in which the 
        applicant is or will be engaged. The person, when 
        registered as a swap dealer or major swap participant, 
        shall continue to report and furnish to the Commission 
        such information pertaining to the person's business as 
        the Commission may require.
          ``(3) Expiration.--Each registration shall expire at 
        such time as the Commission may by rule or regulation 
        prescribe.
          ``(4) Rules.--Except as provided in subsections (c), 
        (d) and (e), the Commission may prescribe rules 
        applicable to swap dealers and major swap participants, 
        including rules that limit the activities of swap 
        dealers and major swap participants. Except with regard 
        to subsection (d)(1)(A), the Commission may provide 
        conditional or unconditional exemptions from some or 
        all of the rules or requirements prescribed under this 
        section for swap dealers and major swap participants.
          ``(5) Transition.--Rules adopted under this section 
        shall provide for the registration of swap dealers and 
        major swap participants no later than 1 year after the 
        effective date of the Derivative Markets Transparency 
        and Accountability Act of 2009.
          ``(6) Statutory disqualification.--Except to the 
        extent otherwise specifically provided by rule, 
        regulation, or order, it shall be unlawful for a swap 
        dealer or a major swap participant to permit any person 
        associated with a swap dealer or a major swap 
        participant who is subject to a statutory 
        disqualification to effect or be involved in effecting 
        swaps on behalf of the swap dealer or major swap 
        participant, if the swap dealer or major swap 
        participant knew, or in the exercise of reasonable care 
        should have known, of the statutory disqualification.
  ``(c) Rules.--
          ``(1) In general.--Not later than 1 year after the 
        date of the enactment of this section, the Commission 
        shall adopt rules for persons that are registered as 
        swap dealers or major swap participants under this 
        section.
          ``(2) Exception for prudential requirements.--The 
        Commission shall not prescribe rules imposing 
        prudential requirements on swap dealers or major swap 
        participants for which there is a Prudential Regulator. 
        This provision shall not be construed as limiting the 
        authority of the Commission to prescribe appropriate 
        business conduct, reporting, and recordkeeping 
        requirements to protect investors.
  ``(d) Capital and Margin Requirements.--
          ``(1) In general.--
                  ``(A) Bank swap dealers and major swap 
                participants.--Each registered swap dealer and 
                major swap participant for which there is a 
                Prudential Regulator shall meet such minimum 
                capital requirements and minimum initial and 
                variation margin requirements as the Prudential 
                Regulators shall by rule or regulation jointly 
                prescribe that:
                          ``(i) help ensure the safety and 
                        soundness of the swap dealer or major 
                        swap participant; and
                          ``(ii) are appropriate for the risk 
                        associated with the non-cleared swaps 
                        held as a swap dealer or major swap 
                        participant.
                  ``(B) Non-bank swap dealers and major swap 
                participants.--Each registered swap dealer and 
                major swap participant for which there is not a 
                Prudential Regulator shall meet such minimum 
                capital requirements and minimum initial and 
                variation margin requirements as the Commission 
                shall by rule or regulation prescribe that--
                          ``(i) help ensure the safety and 
                        soundness of the swap dealer or major 
                        swap participant; and
                          ``(ii) are appropriate for the risk 
                        associated with the non-cleared swaps 
                        held as a swap dealer or major swap 
                        participant.
          ``(2) Rules.--
                  ``(A) Bank swap dealers and major swap 
                participants.--No later than 1 year after the 
                date of the enactment of the Derivative Markets 
                Transparency and Accountability Act of 2009, 
                the Prudential Regulators, in consultation with 
                the Commission, shall jointly adopt rules 
                imposing capital and margin requirements under 
                this subsection for swap dealers and major swap 
                participants, with respect to their activities 
                as a swap dealer or major swap participant for 
                which there is a Prudential Regulator
                  ``(B) Non-bank swap dealers and major swap 
                participants.--No later than 1 year after the 
                date of the enactment of the Derivative Markets 
                Transparency and Accountability Act of 2009, 
                the Commission shall adopt rules imposing 
                capital and margin requirements under this 
                subsection for swap dealers and major swap 
                participants for which there is no Prudential 
                Regulator.
          ``(3) Authority.--Nothing in this section shall limit 
        the authority of the Commission to set capital 
        requirements for a registered futures commission 
        merchant or introducing broker in accordance with 
        section 4f.
  ``(e) Reporting and Recordkeeping.--
          ``(1) In general.--Each registered swap dealer and 
        major swap participant--
                  ``(A) shall make such reports as are 
                prescribed by the Commission by rule or 
                regulation regarding the transactions and 
                positions and financial condition of the 
                person;
                  ``(B) for which--
                          ``(i) there is a Prudential 
                        Regulator, shall keep books and records 
                        of all activities related to its 
                        business as a swap dealer or major swap 
                        participant in such form and manner and 
                        for such period as may be prescribed by 
                        the Commission by rule or regulation;
                          ``(ii) there is no Prudential 
                        Regulator, shall keep books and records 
                        in such form and manner and for such 
                        period as may be prescribed by the 
                        Commission by rule or regulation;
                  ``(C) shall keep the books and records open 
                to inspection and examination by any 
                representative of the Commissionl and
                  ``(D) shall keep any such books and records 
                relating to swaps defined in section 
                1a(35)(A)(v) open to inspection and examination 
                by the Securities and Exchange Commission.
          ``(2) Rules.--No later than 1 year after the date of 
        the enactment of the Derivative Markets Transparency 
        and Accountability Act of 2009, the Commission shall 
        adopt rules governing reporting and recordkeeping for 
        swap dealers and major swap participants.
  ``(f) Daily Trading Records.--
          ``(1) In general.--Each registered swap dealer and 
        major swap participant shall maintain daily trading 
        records of its swaps and all related records (including 
        related cash or forward transactions) and recorded 
        communications including but not limited to electronic 
        mail, instant messages, and recordings of telephone 
        calls, for such period as may be prescribed by the 
        Commission by rule or regulation.
          ``(2) Information requirements.--The daily trading 
        records shall include such information as the 
        Commission shall prescribe by rule or regulation.
          ``(3) Customer records.--Each registered swap dealer 
        and major swap participant shall maintain daily trading 
        records for each customer or counterparty in such 
        manner and form as to be identifiable with each swap 
        transaction.
          ``(4) Audit trail.--Each registered swap dealer and 
        major swap participant shall maintain a complete audit 
        trail for conducting comprehensive and accurate trade 
        reconstructions.
          ``(5) Rules.--No later than 1 year after the date of 
        the enactment of the Derivative Markets Transparency 
        and Accountability Act of 2009, the Commission shall 
        adopt rules governing daily trading records for swap 
        dealers and major swap participants.
  ``(g) Business Conduct Standards.--
          ``(1) In general.--Each registered swap dealer and 
        major swap participant shall conform with business 
        conduct standards as may be prescribed by the 
        Commission by rule or regulation addressing--
                  ``(A) fraud, manipulation, and other abusive 
                practices involving swaps (including swaps that 
                are offered but not entered into);
                  ``(B) diligent supervision of its business as 
                a swap dealer;
                  ``(C) adherence to all applicable position 
                limits; and
                  ``(D) such other matters as the Commission 
                shall determine to be necessary or appropriate.
          ``(2) Business conduct requirements.--Business 
        conduct requirements adopted by the Commission shall--
                  ``(A) establish the standard of care for a 
                swap dealer or major swap participant to verify 
                that any counterparty meets the eligibility 
                standards for an eligible contract participant;
                  ``(B) require disclosure by the swap dealer 
                or major swap participant to any counterparty 
                to the transaction (other than a swap dealer or 
                major swap participant) of--
                          ``(i) information about the material 
                        risks and characteristics of the swap;
                          ``(ii) for cleared swaps, upon the 
                        request of the counterparty, the daily 
                        mark from the appropriate derivatives 
                        clearing organization, and for non-
                        cleared swaps, upon request of the 
                        counterparty, the daily mark of the 
                        swap dealer or major swap participant; 
                        and
                          ``(iii) any other material incentives 
                        or conflicts of interest that the swap 
                        dealer or major swap participant may 
                        have in connection with the swap; and
                  ``(C) establish such other standards and 
                requirements as the Commission may determine 
                are necessary or appropriate in the public 
                interest, for the protection of investors, or 
                otherwise in furtherance of the purposes of 
                this Act.
          ``(3) Rules.--The Commission shall prescribe rules 
        under this subsection governing business conduct 
        standards for swap dealers and major swap participants 
        no later than 1 year after the date of the enactment of 
        the Derivative Markets Transparency and Accountability 
        Act of 2009.
  ``(h) Documentation Standards.--
          ``(1) In general.--Each registered swap dealer and 
        major swap participant shall conform with standards, as 
        may be prescribed by the Commission by rule or 
        regulation, addressing timely and accurate 
        confirmation, processing, netting, documentation, and 
        valuation of all swaps.
          ``(2) Rules.--No later than 1 year after the date of 
        the enactment of the Derivative Markets Transparency 
        and Accountability Act of 2009, the Commission shall 
        adopt rules governing the standards described in 
        paragraph (1) for swap dealers and major swap 
        participants.
  ``(i) Dealer Responsibilities.--Each registered swap dealer 
and major swap participant at all times shall comply with the 
following requirements:
          ``(1) Monitoring of trading.--The swap dealer or 
        major swap participant shall monitor its trading in 
        swaps to prevent violations of applicable position 
        limits.
          ``(2) Disclosure of general information.--The swap 
        dealer or major swap participant shall disclose to the 
        Commission or to the Prudential Regulator for the swap 
        dealer or major swap participant, as applicable, 
        information concerning--
                  ``(A) terms and conditions of its swaps;
                  ``(B) swap trading operations, mechanisms, 
                and practices;
                  ``(C) financial integrity protections 
                relating to swaps; and
                  ``(D) other information relevant to its 
                trading in swaps.
          ``(3) Ability to obtain information.--The swap dealer 
        or major swap participant shall--
                  ``(A) establish and enforce internal systems 
                and procedures to obtain any necessary 
                information to perform any of the functions 
                described in this section; and
                  ``(B) provide the information to the 
                Commission or to the Prudential Regulator for 
                the swap dealer or major swap participant, as 
                applicable, upon request.
          ``(4) Conflicts of interest.--The swap dealer and 
        major swap participant shall implement conflict-of-
        interest systems and procedures that--
                  ``(A) establish structural and institutional 
                safeguards to assure that the activities of any 
                person within the firm relating to research or 
                analysis of the price or market for any 
                commodity are separated by appropriate 
                informational partitions within the firm from 
                the review, pressure, or oversight of those 
                whose involvement in trading or clearing 
                activities might potentially bias their 
                judgment or supervision; and
                  ``(B) address such other issues as the 
                Commission determines appropriate.
          ``(5) Antitrust considerations.--The swap dealer or 
        major swap participant shall avoid--
                  ``(A) adopting any processes or taking any 
                actions that result in any unreasonable 
                restraints of trade; or
                  ``(B) imposing any material anticompetitive 
                burden on trading.''.

SEC. 3108. CONFLICTS OF INTEREST.

  Section 4d of the Commodity Exchange Act (7 U.S.C. 6d) is 
amended by--
          (1) redesignating subsection (c) as subsection (d); 
        and
          (2) inserting after subsection (b) the following:
  ``(c) Conflicts of Interest.--The Commission shall require 
that futures commission merchants and introducing brokers 
implement conflict-of-interest systems and procedures that--
          ``(1) establish structural and institutional 
        safeguards to assure that the activities of any person 
        within the firm relating to research or analysis of the 
        price or market for any commodity are separated by 
        appropriate informational partitions within the firm 
        from the review, pressure, or oversight of those whose 
        involvement in trading or clearing activities might 
        potentially bias their judgment or supervision; and
          ``(2) address such other issues as the Commission 
        determines appropriate.''.

SEC. 3109. SWAP EXECUTION FACILITIES.

  The Commodity Exchange Act (7 U.S.C. 1 et seq.) is amended by 
inserting after section 5g the following:

``SEC. 5H. SWAP EXECUTION FACILITIES.

  ``(a) Registration.--A person may not operate a swap 
execution facility unless the facility is registered under this 
section or is registered with the Commission as a designated 
contract market under section 5 or a swap execution facility 
under section 5.
  ``(b) Requirements for Trading.--
          ``(1) A swap execution facility that is registered 
        under subsection (a) may make available for trading any 
        swap.
          ``(2) Rules for trading through the facility.--Not 
        later than 1 year after the date of the enactment of 
        the Derivative Markets Transparency and Accountability 
        Act of 2009, the Commission shall adopt rules to allow 
        a swap to be traded through the facilities of a 
        designated contract market or a swap execution 
        facility. Such rules shall permit an intermediary, 
        acting as principal or agent, to enter into or execute 
        a swap, notwithstanding section 2(k), if the swap is 
        executed, reported, recorded, or confirmed in 
        accordance with the rules of the designated contract 
        market or swap execution facility.
          ``(3) Agricultural swaps.--A swap execution facility 
        may not list for trading or confirm the execution of 
        any swap in an agricultural commodity (as defined by 
        the Commission) except pursuant to a rule or regulation 
        of the Commission allowing the swap under such terms 
        and conditions as the Commission shall prescribe.
  ``(c) Trading by Contract Markets.--A board of trade that 
operates a contract market shall, to the extent that the board 
of trade also operates a swap execution facility and uses the 
same electronic trade execution system for trading on the 
contract market and the swap execution facility, identify 
whether the electronic trading is taking place on the contract 
market or the swap execution facility.
  ``(d) Core Principles for Swap Execution Facilities.--
          ``(1) In general.--To be registered as, and to 
        maintain its registration as, a swap execution 
        facility, the facility shall comply with the core 
        principles specified in this subsection and any 
        requirement that the Commission may impose by rule or 
        regulation pursuant to section 8a(5). Except where the 
        Commission determines otherwise by rule or regulation, 
        the facility shall have reasonable discretion in 
        establishing the manner in which it complies with these 
        core principles.
          ``(2) Compliance with rules.--The swap execution 
        facility shall--
                  ``(A) monitor and enforce compliance with any 
                of the rules of the facility, including the 
                terms and conditions of the swaps traded on or 
                through the facility and any limitations on 
                access to the facility; and
                  ``(B) establish and enforce trading and 
                participation rules that will deter abuses and 
                have the capacity to detect, investigate, and 
                enforce those rules, including means to--
                          ``(i) provide market participants 
                        with impartial access to the market; 
                        and
                          ``(ii) capture information that may 
                        be used in establishing whether rule 
                        violations have occurred.
          ``(3) Swaps not readily susceptible to 
        manipulation.--The swap execution facility shall permit 
        trading only in swaps that are not readily susceptible 
        to manipulation.
          ``(4) Monitoring of trading.--The swap execution 
        facility shall--
                  ``(A) establish and enforce rules or terms 
                and conditions defining, or specifications 
                detailing, trading procedures to be used in 
                entering and executing orders traded on or 
                through its facilities; and
                  ``(B) monitor trading in swaps to prevent 
                manipulation, price distortion, and disruptions 
                of the delivery or cash settlement process 
                through surveillance, compliance, and 
                disciplinary practices and procedures, 
                including methods for conducting real-time 
                monitoring of trading and comprehensive and 
                accurate trade reconstructions.
          ``(5) Ability to obtain information.--The swap 
        execution facility shall--
                  ``(A) establish and enforce rules that will 
                allow the facility to obtain any necessary 
                information to perform any of the functions 
                described in this section;
                  ``(B) provide the information to the 
                Commission upon request; and
                  ``(C) have the capacity to carry out such 
                international information-sharing agreements as 
                the Commission may require.
          ``(6) Position limits or accountability.--
                  ``(A) To reduce the potential threat of 
                market manipulation or congestion, especially 
                during trading in the delivery month, a swap 
                execution facility that is a trading facility 
                shall adopt for each of its contracts made 
                available for trading on the trading facility, 
                where necessary and appropriate, position 
                limitations or position accountability for 
                speculators who establish positions in the 
                contract.
                  ``(B) For any contract of a swap execution 
                facility that is subject to a position 
                limitation established by the Commission 
                pursuant to section 4a(a), the swap execution 
                facility--
                          ``(i) may set a position limitation 
                        at a level that is lower than the 
                        Commission limitation; and
                          ``(ii) shall monitor positions 
                        established on or through the swap 
                        execution facility for compliance with 
                        the limit set by the Commission and the 
                        limit, if any, set by the swap 
                        execution facility.
          ``(7) Financial integrity of transactions.--The swap 
        execution facility shall establish and enforce rules 
        and procedures for ensuring the financial integrity of 
        swaps entered on or through its facilities, including 
        the clearance and settlement of the swaps pursuant to 
        section 2(j)(1).
          ``(8) Emergency authority.--The swap execution 
        facility shall adopt rules to provide for the exercise 
        of emergency authority, in consultation or cooperation 
        with the Commission, where necessary and appropriate, 
        including the authority to liquidate or transfer open 
        positions in any swap or to suspend or curtail trading 
        in a swap.
          ``(9) Timely publication of trading information.--The 
        swap execution facility shall make public timely 
        information on price, trading volume, and other trading 
        data on swaps to the extent prescribed by the 
        Commission. The Commission shall evaluate the impact of 
        public disclosure on market liquidity in the relevant 
        market, and shall seek to avoid public disclosure of 
        information in a manner that would significantly reduce 
        market liquidity. The Commission shall not disclose 
        information related to the internal business decisions 
        of particular market participants.
          ``(10) Recordkeeping and reporting.--The swap 
        execution facility shall maintain records of all 
        activities related to the business of the facility, 
        including a complete audit trail, in a form and manner 
        acceptable to the Commission for a period of 5 years, 
        and report to the Commission all information determined 
        by the Commission to be necessary or appropriate for 
        the Commission to perform its responsibilities under 
        this Act in a form and manner acceptable to the 
        Commission. The swap execution facility shall keep any 
        such records relating to swaps defined in section 
        1a(35)(A)(v) open to inspection and examination by the 
        Securities and Exchange Commission. The Commission 
        shall adopt data collection and reporting requirements 
        for swap execution facilities that are comparable to 
        corresponding requirements for derivatives clearing 
        organizations and swap repositories.
          ``(11) Antitrust considerations.--The swap execution 
        facility shall avoid--
                  ``(A) adopting any rules or taking any 
                actions that result in any unreasonable 
                restraints of trade; or
                  ``(B) imposing any material anticompetitive 
                burden on trading on the swap execution 
                facility.
          ``(12) Conflicts of interest.--The swap execution 
        facility shall--
                  ``(A) establish and enforce rules to minimize 
                conflicts of interest in its decision-making 
                process; and
                  ``(B) establish a process for resolving the 
                conflicts of interest.
          ``(13) Financial resources.--
                  ``(A) The swap execution facility shall have 
                adequate financial, operational, and managerial 
                resources to discharge its responsibilities.
                  ``(B) The financial resources of the swap 
                execution facility shall be considered adequate 
                if their value exceeds the total amount that 
                would enable the facility to cover its 
                operating costs for a period of 1 year, 
                calculated on a rolling basis.
          ``(14) System safeguards.--The swap execution 
        facility shall--
                  ``(A) establish and maintain a program of 
                risk analysis and oversight to identify and 
                minimize sources of operational risk, through 
                the development of appropriate controls and 
                procedures, and the development of automated 
                systems, that are reliable, secure, and have 
                adequate scalable capacity;
                  ``(B) establish and maintain emergency 
                procedures, backup facilities, and a plan for 
                disaster recovery that allow for the timely 
                recovery and resumption of operations and the 
                fulfillment of the swap execution facility's 
                responsibilities and obligation; and
                  ``(C) periodically conduct tests to verify 
                that backup resources are sufficient to ensure 
                continued order processing and trade matching, 
                price reporting, market surveillance, and 
                maintenance of a comprehensive and accurate 
                audit trail.
          ``(15) Designation of compliance officer.--
                  ``(A) In general.--Each swap execution 
                facility shall designate an individual to serve 
                as a compliance officer.
                  ``(B) Duties.--The compliance officer--
                          ``(i) shall report directly to the 
                        board or to the senior officer of the 
                        facility;
                          ``(ii) shall--
                                  ``(I) review compliance with 
                                the core principles in this 
                                subsection;
                                  ``(II) in consultation with 
                                the board of the facility, a 
                                body performing a function 
                                similar to that of a board, or 
                                the senior officer of the 
                                facility, resolve any conflicts 
                                of interest that may arise;
                                  ``(III) be responsible for 
                                administering the policies and 
                                procedures required to be 
                                established pursuant to this 
                                section; and
                                  ``(IV) ensure compliance with 
                                this Act and the rules and 
                                regulations issued under this 
                                Act, including rules prescribed 
                                by the Commission pursuant to 
                                this section; and
                          ``(iii) shall establish procedures 
                        for remediation of non-compliance 
                        issues found during compliance office 
                        reviews, lookbacks, internal or 
                        external audit findings, self-reported 
                        errors, or through validated 
                        complaints, and for the handling, 
                        management response, remediation, re-
                        testing, and closing of non-compliant 
                        issues.
                  ``(C) Annual reports required.--The 
                compliance officer shall annually prepare and 
                sign a report on the compliance of the facility 
                with this Act and its policies and procedures, 
                including its code of ethics and conflict of 
                interest policies, in accordance with rules 
                prescribed by the Commission. The compliance 
                report shall accompany the financial reports of 
                the facility that are required to be furnished 
                to the Commission pursuant to this section and 
                shall include a certification that, under 
                penalty of law, the report is accurate and 
                complete.
  ``(e) Exemptions.--The Commission may exempt, conditionally 
or unconditionally, a swap execution facility from registration 
under this section if the Commission finds that the facility is 
subject to comparable, comprehensive supervision and regulation 
on a consolidated basis by the Securities and Exchange 
Commission, a Prudential Regulator or the appropriate 
governmental authorities in the organization's home country.
  ``(f) Rules.--No later than 1 year after the date of the 
enactment of the Derivative Markets Transparency and 
Accountability Act of 2009, the Commission shall prescribe 
rules governing the regulation of swap execution facilities 
under this section.''.

SEC. 3110. DERIVATIVES TRANSACTION EXECUTION FACILITIES AND EXEMPT 
                    BOARDS OF TRADE.

  (a) Sections 5a and 5d of the Commodity Exchange Act (7 
U.S.C. 1 et seq.) are repealed.
  (b)(1) Prior to the final effective dates in this title, a 
person may petition the Commodity Futures Trading Commission to 
remain subject to the provisions of section 5d of the Commodity 
Exchange Act, as such provisions existed prior to the effective 
date of this subtitle.
  (2) The Commodity Futures Trading Commission shall consider 
any petition submitted under paragraph (1) in a prompt manner 
and may allow a person to continue operating subject to the 
provisions of section 5d of the Commodity Exchange Act for up 
to 1 year after the effective date of this subtitle.

SEC. 3111. DESIGNATED CONTRACT MARKETS.

  (a) Section 5(d) of the Commodity Exchange Act (7 U.S.C. 
7(d)) is amended by striking paragraphs (1) and (2) and 
inserting the following:
          ``(1) In general.--To be designated as, and to 
        maintain the designation of a board of trade as a 
        contract market, the board of trade shall comply with 
        the core principles specified in this subsection and 
        any requirement that the Commission may impose by rule 
        or regulation pursuant to section 8a(5). Except where 
        the Commission determines otherwise by rule or 
        regulation, the board of trade shall have reasonable 
        discretion in establishing the manner in which it 
        complies with the core principles.
          ``(2) Compliance with rules.--
                  ``(A) The board of trade shall monitor and 
                enforce compliance with the rules of the 
                contract market, including access requirements, 
                the terms and conditions of any contracts to be 
                traded on the contract market and the contract 
                market's abusive trade practice prohibitions.
                  ``(B) The board of trade shall have the 
                capacity to detect, investigate, and apply 
                appropriate sanctions to, any person or entity 
                that violates the rules.
                  ``(C) The rules shall provide the board of 
                trade with the ability and authority to obtain 
                any necessary information to perform any of the 
                functions described in this subsection, 
                including the capacity to carry out such 
                international information-sharing agreements as 
                the Commission may require.''.
  (b) Section 5(d) of such Act (7 U.S.C. 7(d)) is amended by 
striking paragraphs (4) and (5) and inserting the following:
          ``(4) Prevention of market disruption.--The board of 
        trade shall have the capacity and responsibility to 
        prevent manipulation, price distortion, and disruptions 
        of the delivery or cash-settlement process through 
        market surveillance, compliance, and enforcement 
        practices and procedures, including methods for 
        conducting real-time monitoring of trading and 
        comprehensive and accurate trade reconstructions.
          ``(5) Position limitations or accountability.--
                  ``(A) To reduce the potential threat of 
                market manipulation or congestion, especially 
                during trading in the delivery month, the board 
                of trade shall adopt for each of its contracts, 
                where necessary and appropriate, position 
                limitations or position accountability for 
                speculators.
                  ``(B) For any contract that is subject to a 
                position limitation established by the 
                Commission pursuant to section 4a(a), the board 
                of trade shall set its position limitation at a 
                level no higher than the Commission-established 
                limitation.''.
  (c) Section 5(d) of such Act (7 U.S.C. 7(d)) is amended by 
striking paragraph (7) and inserting the following:
          ``(7) Availability of general information.--The board 
        of trade shall make available to market authorities, 
        market participants, and the public accurate 
        information concerning--
                  ``(A) the terms and conditions of the 
                contracts of the contract market; and
                  ``(B) the rules, regulations and mechanisms 
                for executing transactions on or through the 
                facilities of the contract market, and the 
                rules and specifications describing the 
                operation of the board of trade's electronic 
                matching platform or other trade execution 
                facility.''.
  (d) Section 5(d) of such Act (7 U.S.C. 7(d)) is amended by 
striking paragraph (9) and inserting the following:
          ``(9) Execution of transactions.--
                  ``(A) The board of trade shall provide a 
                competitive, open, and efficient market and 
                mechanism for executing transactions that 
                protects the price discovery process of trading 
                in the board of trade's centralized market.
                  ``(B) The rules may authorize, for bona fide 
                business purposes--
                          ``(i) transfer trades or office 
                        trades;
                          ``(ii) an exchange of--
                                  ``(I) futures in connection 
                                with a cash commodity 
                                transaction;
                                  ``(II) futures for cash 
                                commodities; or
                                  ``(III) futures for swaps; or
                          ``(iii) A futures commission 
                        merchant, acting as principal or agent, 
                        to enter into or confirm the execution 
                        of a contract for the purchase or sale 
                        of a commodity for future delivery if 
                        the contract is reported, recorded, or 
                        cleared in accordance with the rules of 
                        the contract market or a derivatives 
                        clearing organization.''.
  (e) Section 5(d)(17) of such Act (7 U.S.C. 7(d)(17)) is 
amended by adding at the end the following: ``The board of 
trade shall keep any such records relating to swaps defined in 
section 1a(35)(A)(v) open to inspection and examination by the 
Securities and Exchange Commission.''.
  (f) Section 5(d) of such Act (7 U.S.C. 7(d)) is amended by 
adding at the end the following:
          ``(19) Financial resources.--The board of trade shall 
        have adequate financial, operational, and managerial 
        resources to discharge the responsibilities of a 
        contract market. For the financial resources of a board 
        of trade to be considered adequate, their value shall 
        exceed the total amount that would enable the contract 
        market to cover its operating costs for a period of 1 
        year, calculated on a rolling basis.
          ``(20) System safeguards.--The board of trade shall--
                  ``(A) establish and maintain a program of 
                risk analysis and oversight to identify and 
                minimize sources of operational risk through 
                the development of appropriate controls and 
                procedures, and the development of automated 
                systems, that are reliable, secure, and give 
                adequate scalable capacity;
                  ``(B) establish and maintain emergency 
                procedures, backup facilities, and a plan for 
                disaster recovery that allow for the timely 
                recovery and resumption of operations and the 
                fulfillment of the board of trade's 
                responsibilities and obligations; and
                  ``(C) periodically conduct tests to verify 
                that back-up resources are sufficient to ensure 
                continued order processing and trade matching, 
                price reporting, market surveillance, and 
                maintenance of a comprehensive and accurate 
                audit trail.
          ``(21) Diversity of boards of directors.--The board 
        of trade, if a publicly traded company, shall endeavor 
        to recruit individuals to serve on the board of 
        directors and the other decision-making bodies (as 
        determined by the Commission) of the board of trade 
        from among, and to have the composition of the bodies 
        reflect, a broad and culturally diverse pool of 
        qualified candidates.
          ``(22) Disciplinary procedures.--The board of trade 
        shall establish and enforce disciplinary procedures 
        that authorize the board of trade to discipline, 
        suspend, or expel members or market participants that 
        violate the rules of the board of trade, or similar 
        methods for performing the same functions, including 
        delegation of the functions to third parties.''.
  (g) Section 5 of such Act (7 U.S.C. 7) is amended by striking 
subsection (b).

SEC. 3112. MARGIN.

  (a) Section 8a(7)(C) of the Commodity Exchange Act (7 U.S.C. 
12a(7)(C)) is amended by striking ``, excepting the setting of 
levels of margin''.
  (b) Section 8a(7) of such Act (7 U.S.C. 12a(7)) is amended by 
redesignating subparagraphs (D) through (F) as subparagraphs 
(E) through (G), respectively, and inserting after subparagraph 
(C) the following:
                  ``(D) margin requirements, provided that such 
                rules, regulations, or orders shall--
                          ``(i) be limited to protecting the 
                        financial integrity of the derivatives 
                        clearing organization;
                          ``(ii) be designed for risk 
                        management purposes in order to protect 
                        the financial integrity of 
                        transactions; and
                          ``(iii) not set specific margin 
                        amounts.''.

SEC. 3113. POSITION LIMITS.

  (a) Section 4a(a) of the Commodity Exchange Act (7 U.S.C. 
6a(a)) is amended by--
          (1) inserting ``(1)'' after ``(a)'';
          (2) striking ``on electronic trading facilities with 
        respect to a significant price discovery contract'' in 
        the first sentence and inserting ``swaps that perform 
        or affect a significant price discovery function with 
        respect to registered entities'';
          (3) inserting ``, including any group or class of 
        traders,'' in the second sentence after ``held by any 
        person'';
          (4) striking ``on an electronic trading facility with 
        respect to a significant price discovery contract,'' in 
        the second sentence and inserting ``swaps that perform 
        or affect a significant price discovery function with 
        respect to registered entities,''; and
          (5) inserting at the end the following:
          ``(2)(A) In accordance with the standards set forth 
        in paragraph (1) of this subsection and consistent with 
        the good faith exception cited in subsection (b)(2), 
        with respect to physical commodities other than 
        excluded commodities as defined by the Commission, the 
        Commission shall by rule, regulation, or order 
        establish limits on the amount of positions, as 
        appropriate, other than bona fide hedge positions, that 
        may be held by any person with respect to contracts of 
        sale for future delivery or with respect to options on 
        the contracts or commodities traded on or subject to 
        the rules of a designated contract market.
          ``(B)(i) For exempt commodities, the limits shall be 
        established within 180 days after the date of the 
        enactment of this paragraph.
          ``(ii) For agricultural commodities, the limits shall 
        be established within 270 days after the date of the 
        enactment of this paragraph.
          ``(C) In establishing the limits, the Commission 
        shall strive to ensure that trading on foreign boards 
        of trade in the same commodity will be subject to 
        comparable limits and that any limits to be imposed by 
        the Commission will not cause price discovery in the 
        commodity to shift to trading on the foreign boards of 
        trade.
          ``(3) In establishing the limits required in 
        paragraph (2), the Commission, as appropriate, shall 
        set limits--
                  ``(A) on the number of positions that may be 
                held by any person for the spot month, each 
                other month, and the aggregate number of 
                positions that may be held by any person for 
                all months; and
                  ``(B) to the maximum extent practicable, in 
                its discretion--
                          ``(i) to diminish, eliminate, or 
                        prevent excessive speculation as 
                        described under this section;
                          ``(ii) to deter and prevent market 
                        manipulation, squeezes, and corners;
                          ``(iii) to ensure sufficient market 
                        liquidity for bona fide hedgers; and
                          ``(iv) to ensure that the price 
                        discovery function of the underlying 
                        market is not disrupted.
          ``(4)(A) Not later than 150 days after the 
        establishment of position limits pursuant to paragraph 
        (2), and biannually thereafter, the Commission shall 
        hold 2 public hearings, 1 for agriculture commodities 
        and 1 for energy commodities as such terms are defined 
        by the Commission, in order to receive recommendations 
        regarding the position limits to be established in 
        paragraph (2).
          ``(B) Each public hearing held pursuant to 
        subparagraph (A) shall, at a minimum providing there is 
        sufficient interest, receive recommendations from--
                  ``(i) 7 predominantly commercial short 
                hedgers of the actual physical commodity for 
                future delivery;
                  ``(ii) 7 predominantly commercial long 
                hedgers of the actual physical commodity for 
                future delivery;
                  ``(iii) 4 non-commercial participants in 
                markets for commodities for future delivery; 
                and
                  ``(iv) each designated contract market upon 
                which a contract in the commodity for future 
                delivery is traded.
          ``(C) Within 60 days after each public hearing held 
        pursuant to subparagraph (A), the Commission shall 
        publish in the Federal Register its response to the 
        recommendations regarding position limits heard at the 
        hearing.
          ``(5) Significant price discovery function.--In 
        making a determination whether a swap performs or 
        affects a significant price discovery function with 
        respect to regulated markets, the Commission shall 
        consider, as appropriate:
                  ``(A) Price linkage.--The extent to which the 
                swap uses or otherwise relies on a daily or 
                final settlement price, or other major price 
                parameter, of another contract traded on a 
                regulated market based upon the same underlying 
                commodity, to value a position, transfer or 
                convert a position, financially settle a 
                position, or close out a position;
                  ``(B) Arbitrage.--The extent to which the 
                price for the swap is sufficiently related to 
                the price of another contract traded on a 
                regulated market based upon the same underlying 
                commodity so as to permit market participants 
                to effectively arbitrage between the markets by 
                simultaneously maintaining positions or 
                executing trades in the swaps on a frequent and 
                recurring basis;
                  ``(C) Material price reference.--The extent 
                to which, on a frequent and recurring basis, 
                bids, offers, or transactions in a contract 
                traded on a regulated market are directly based 
                on, or are determined by referencing, the price 
                generated by the swap;
                  ``(D) Material liquidity.--The extent to 
                which the volume of swaps being traded in the 
                commodity is sufficient to have a material 
                effect on another contract traded on a 
                regulated market; and
                  ``(E) Other material factors.--Such other 
                material factors as the Commission specifies by 
                rule or regulation as relevant to determine 
                whether a swap serves a significant price 
                discovery function with respect to a regulated 
                market.
          ``(6) Economically equivalent contracts.--
                  ``(A) Notwithstanding any other provision of 
                this section, the Commission shall establish 
                limits on the amount of positions, including 
                aggregate position limits, as appropriate, 
                other than bona fide hedge positions, that may 
                be held by any person with respect to swaps 
                that are economically equivalent to contracts 
                of sale for future delivery or to options on 
                the contracts or commodities traded on or 
                subject to the rules of a designated contract 
                market subject to paragraph (2).
                  ``(B) In establishing limits pursuant to 
                subparagraph (A), the Commission shall--
                          ``(i) develop the limits concurrently 
                        with limits established under paragraph 
                        (2), and the limits shall have similar 
                        requirements as under paragraph (3)(B); 
                        and
                          ``(ii) establish the limits 
                        simultaneously with limits established 
                        under paragraph (2).
          ``(7) Aggregate position limits.--The Commission 
        shall, by rule or regulation, establish limits 
        (including related hedge exemption provisions) on the 
        aggregate number or amount of positions in contracts 
        based upon the same underlying commodity (as defined by 
        the Commission) that may be held by any person, 
        including any group or class of traders, for each month 
        across--
                  ``(A) contracts listed by designated contract 
                markets;
                  ``(B) with respect to an agreement contract, 
                or transaction that settles against any price 
                (including the daily or final settlement price) 
                of 1 or more contracts listed for trading on a 
                registered entity, contracts traded on a 
                foreign board of trade that provides members or 
                other participants located in the United States 
                with direct access to its electronic trading 
                and order matching system; and
                  ``(C) swap contracts that perform or affect a 
                significant price discovery function with 
                respect to regulated entities.
          ``(8) Exemptions.--The Commission, by rule, 
        regulation, or order, may exempt, conditionally or 
        unconditionally, any person or class of persons, any 
        swap or class of swaps, any contract of sale of a 
        commodity for future delivery or class of such 
        contracts, any option or class of options, or any 
        transaction or class of transactions from any 
        requirement it may establish under this section with 
        respect to position limits.''.
  (b) Section 4a(b) of such Act (7 U.S.C. 6a(b)) is amended--
          (1) in paragraph (1), by striking ``or derivatives 
        transaction execution facility or facilities or 
        electronic trading facility'' and inserting ``or swap 
        execution facility or facilities''; and
          (2) in paragraph (2), by striking ``or derivatives 
        transaction execution facility or facilities or 
        electronic trading facility'' and inserting ``or swap 
        execution facility''.
  (c) Section 4a(c) of such Act is amended--
          (1) by inserting ``(1)'' after ``(c)''; and
          (2) by adding after and below the end the following:
          ``(2) For the purposes of implementation of 
        subsection (a)(2) for contracts of sale for future 
        delivery or options on the contracts or commodities, 
        the Commission shall define what constitutes a bona 
        fide hedging transaction or position as a transaction 
        or position that--
                  ``(A)(i) represents a substitute for 
                transactions made or to be made or positions 
                taken or to be taken at a later time in a 
                physical marketing channel;
                  ``(ii) is economically appropriate to the 
                reduction of risks in the conduct and 
                management of a commercial enterprise; and
                  ``(iii) arises from the potential change in 
                the value of--
                          ``(I) assets that a person owns, 
                        produces, manufactures, processes, or 
                        merchandises or anticipates owning, 
                        producing, manufacturing, processing, 
                        or merchandising;
                          ``(II) liabilities that a person owns 
                        or anticipates incurring; or
                          ``(III) services that a person 
                        provides, purchases, or anticipates 
                        providing or purchasing; or
                  ``(B) reduces risks attendant to a position 
                resulting from a swap that--
                          ``(i) was executed opposite a 
                        counterparty for which the transaction 
                        would qualify as a bona fide hedging 
                        transaction pursuant to subparagraph 
                        (A); or
                          ``(ii) meets the requirements of 
                        subparagraph (A).''.
  (d) This section shall become effective on the date of its 
enactment.

SEC. 3114. ENHANCED AUTHORITY OVER REGISTERED ENTITIES.

  (a) Section 5c(a) of the Commodity Exchange Act (7 U.S.C. 7a-
2(a)) is amended--
          (1) in paragraph (1), by striking ``5a(d) and 
        5b(c)(2)'' and inserting ``5b(c)(2) and 5h(e)''; and
          (2) in paragraph (2), by striking ``shall not'' and 
        inserting ``may''.
  (b) Section 5c(b) of such Act (7 U.S.C. 7a-2(b)) is amended 
in each of paragraphs (1), (2), and (3) by inserting ``or swap 
execution facility'' after ``contract market'' each place it 
appears.
  (c) Section 5c(c)(1) of such Act (7 U.S.C. 7a-2(c)(1)) is 
amended--
          (1) by inserting ``(A)'' after ``In general.--''; and
          (2) by adding at the end the following:
          ``(B) The new rule or rule amendment shall become 
        effective, pursuant to the registered entity's 
        certification and notice of such certification to its 
        members (in a manner to be determined by the 
        Commission), 10 business days after the Commission's 
        receipt of the certification (or such shorter period 
        determined by the Commission by rule or regulation) 
        unless the Commission notifies the registered entity 
        within such time that it is staying the certification 
        because there exist novel or complex issues that 
        require additional time to analyze, an inadequate 
        explanation by the submitting registered entity, or a 
        potential inconsistency with this Act (including 
        regulations under this Act).
          ``(C)(i) A notification by the Commission pursuant to 
        subparagraph (B) shall stay the certification of the 
        new contract or instrument or clearing of the new 
        contract or instrument, new rule or new amendment for 
        up to an additional 90 days from the date of the 
        notification.
          ``(ii) The Commission shall provide at least a 30-day 
        public comment period, within the 90-day period in 
        which the stay is in effect described in clause (i), 
        whenever it reviews a rule or rule amendment pursuant 
        to a notification by the Commission under this 
        paragraph.''.
  (d) Section 5c(d) of such Act (7 U.S.C. 7a-2(d)) is repealed.

SEC. 3115. FOREIGN BOARDS OF TRADE.

  (a) In General.--Section 4 of the Commodity Exchange Act (7 
U.S.C. 6) is amended by adding at the end the following:
  ``(e) Foreign Boards of Trade.--
          ``(1) In general.--The Commission may not permit a 
        foreign board of trade to provide to the members of the 
        foreign board of trade or other participants located in 
        the United States direct access to the electronic 
        trading and order-matching system of the foreign board 
        of trade with respect to an agreement, contract, or 
        transaction that settles against any price (including 
        the daily or final settlement price) of 1 or more 
        contracts listed for trading on a registered entity, 
        unless the Commission determines that--
                  ``(A) the foreign board of trade makes public 
                daily trading information regarding the 
                agreement, contract, or transaction that is 
                comparable to the daily trading information 
                published by the registered entity for the 1 or 
                more contracts against which the agreement, 
                contract, or transaction traded on the foreign 
                board of trade settles; and
                  ``(B) the foreign board of trade (or the 
                foreign futures authority that oversees the 
                foreign board of trade)--
                          ``(i) adopts position limits 
                        (including related hedge exemption 
                        provisions) for the agreement, 
                        contract, or transaction that are 
                        comparable, taking into consideration 
                        the relative sizes of the respective 
                        markets, to the position limits 
                        (including related hedge exemption 
                        provisions) adopted by the registered 
                        entity for the 1 or more contracts 
                        against which the agreement, contract, 
                        or transaction traded on the foreign 
                        board of trade settles;
                          ``(ii) has the authority to require 
                        or direct market participants to limit, 
                        reduce, or liquidate any position the 
                        foreign board of trade (or the foreign 
                        futures authority that oversees the 
                        foreign board of trade) determines to 
                        be necessary to prevent or reduce the 
                        threat of price manipulation, excessive 
                        speculation as described in section 4a, 
                        price distortion, or disruption of 
                        delivery or the cash settlement 
                        process;
                          ``(iii) agrees to promptly notify the 
                        Commission, with regard to the 
                        agreement, contract, or transaction 
                        that settles against any price 
                        (including the daily or final 
                        settlement price) of 1 or more 
                        contracts listed for trading on a 
                        registered entity, of any change 
                        regarding--
                                  ``(I) the information that 
                                the foreign board of trade will 
                                make publicly available;
                                  ``(II) the position limits 
                                that the foreign board of trade 
                                or foreign futures authority 
                                will adopt and enforce;
                                  ``(III) the position 
                                reductions required to prevent 
                                manipulation, excessive 
                                speculation as described in 
                                section 4a, price distortion, 
                                or disruption of delivery or 
                                the cash settlement process; 
                                and
                                  ``(IV) any other area of 
                                interest expressed by the 
                                Commission to the foreign board 
                                of trade or foreign futures 
                                authority;
                          ``(iv) provides information to the 
                        Commission regarding large trader 
                        positions in the agreement, contract, 
                        or transaction that is comparable to 
                        the large trader position information 
                        collected by the Commission for the 1 
                        or more contracts against which the 
                        agreement, contract, or transaction 
                        traded on the foreign board of trade 
                        settles; and
                          ``(v) provides the Commission with 
                        information necessary to publish 
                        reports on aggregate trader positions 
                        for the agreement, contract, or 
                        transaction traded on the foreign board 
                        of trade that are comparable to the 
                        reports on aggregate trader positions 
                        for the 1 or more contracts against 
                        which the agreement, contract, or 
                        transaction traded on the foreign board 
                        of trade settles.
          ``(2) Existing foreign boards of trade.--Paragraph 
        (1) shall not be effective with respect to any foreign 
        board of trade to which the Commission has granted 
        direct access permission before the date of the 
        enactment of this subsection until the date that is 180 
        days after such date of enactment.
          ``(3) Persons located in the united states.--''.
  (b) Liability of Registered Persons Trading on a Foreign 
Board of Trade.--
          (1) Section 4(a) of such Act (7. U.S.C. 6(a)) is 
        amended by inserting ``or by subsection (f)'' after 
        ``Unless exempted by the Commission pursuant to 
        subsection (c)''; and
          (2) Section 4 of such Act (7 U.S.C 6) is further 
        amended by adding at the end the following:
  ``(f)(1) A person registered with the Commission, or exempt 
from registration by the Commission, under this Act may not be 
found to have violated subsection (a) with respect to a 
transaction in, or in connection with, a contract of sale of a 
commodity for future delivery if the person--
          ``(A) has reason to believe that the transaction and 
        the contract is made on or subject to the rules of a 
        foreign board of trade that is--
                  ``(i) legally organized under the laws of a 
                foreign country;
                  ``(ii) authorized to act as a board of trade 
                by a foreign futures authority; and
                  ``(iii) subject to regulation by the foreign 
                futures authority; and
          ``(B) has not been determined by the Commission to be 
        operating in violation of subsection (a).
  ``(2) Nothing in this subsection shall be construed as 
implying or creating any presumption that a board of trade, 
exchange, or market is located outside the United States, or 
its territories or possessions, for purposes of subsection 
(a).''.
  (c) Contract Enforcement for Foreign Futures Contracts.--
Section 22(a) of such Act (7 U.S.C. 25(a)) is amended by adding 
at the end the following:
          ``(5) Contract enforcement for foreign futures 
        contracts.--A contract of sale of a commodity for 
        future delivery traded or executed on or through the 
        facilities of a board of trade, exchange, or market 
        located outside the United States for purposes of 
        section 4(a) shall not be void, voidable, or 
        unenforceable, and a party to such a contract shall not 
        be entitled to rescind or recover any payment made with 
        respect to the contract, based on the failure of the 
        foreign board of trade to comply with any provision of 
        this Act.''.

SEC. 3116. LEGAL CERTAINTY FOR SWAPS.

  Section 22(a)(4) of the Commodity Exchange Act (7 U.S.C. 
25(a)(4)) is amended to read as follows:
          ``(4) Contract enforcement between eligible 
        counterparties.--
                  ``(A) A hybrid instrument sold to any 
                investor shall not be void, voidable, or 
                unenforceable, and a party to such a hybrid 
                instrument shall not be entitled to rescind, or 
                recover any payment made with respect to, such 
                a hybrid instrument under this section or any 
                other provision of Federal or State law, based 
                solely on the failure of the hybrid instrument 
                to comply with the terms or conditions of 
                section 2(f) or regulations of the Commission; 
                and
                  ``(B) An agreement, contract, or transaction 
                between eligible contract participants or 
                persons reasonably believed to be eligible 
                contract participants shall not be void, 
                voidable, or unenforceable, and a party thereto 
                shall not be entitled to rescind, or recover 
                any payment made with respect to, such an 
                agreement, contract, or transaction under this 
                section or any other provision of Federal or 
                State law, based solely on the failure of the 
                agreement, contract, or transaction to meet the 
                definition of a swap set forth in section 1a, 
                be traded in the manner set forth in section 
                2(k)(1), or be cleared pursuant to 2(j)(1) or 
                regulations of the Commission pursuant 
                thereto.''.

SEC. 3117. FDICIA AMENDMENTS.

  Sections 408 and 409 of the Federal Deposit Insurance 
Corporation Improvement Act of 1991 (12 U.S.C. 4421 and 4422) 
are repealed.

SEC. 3118. ENFORCEMENT AUTHORITY.

  (a) The Commodity Exchange Act (7 U.S.C. 1 et seq.) is 
amended by inserting after section 4b the following:

``SEC. 4B-1. ENFORCEMENT AUTHORITY.

  ``(a) CFTC.--Except as provided in subsection (b), the 
Commission shall have exclusive authority to enforce the 
provisions of subtitle A of the Derivative Markets Transparency 
and Accountability Act of 2009 with respect to any person.
  ``(b) Prudential Regulators.--The Prudential Regulators shall 
have exclusive authority to enforce the provisions of section 
4s(d) and other prudential requirements of this Act with 
respect to banks, and branches or agencies of foreign banks 
that are swap dealers or major swap participants.
  ``(c) Referral.--(1) If the Prudential Regulator for a swap 
dealer or major swap participant has cause to believe that the 
swap dealer or major swap participant may have engaged in 
conduct that constitutes a violation of the nonprudential 
requirements of section 4s or rules adopted by the Commission 
thereunder, that Prudential Regulator may recommend in writing 
to the Commission that the Commission initiate an enforcement 
proceeding as authorized under this Act. The recommendation 
shall be accompanied by a written explanation of the concerns 
giving rise to the recommendation.
  ``(2) If the Commission has cause to believe that a swap 
dealer or major swap participant that has a Prudential 
Regulator may have engaged in conduct that constitutes a 
violation of the prudential requirements of section 4s or rules 
adopted thereunder, the Commission may recommend in writing to 
the Prudential Regulator that the Prudential Regulator initiate 
an enforcement proceeding as authorized under this Act. The 
recommendation shall be accompanied by a written explanation of 
the concerns given rise to the recommendation.''.
  (b)(1) Section 4c(a) of such Act (7 U.S.C. 6c(a)) is amended 
by adding at the end the following:
          ``(3) Disruptive practices.--It shall be unlawful for 
        any person to engage in any trading or practice on or 
        subject to the rules of a registered entity that--
                  ``(A) violates bids and offers (intentionally 
                bidding at a price higher than the lowest 
                offer, or offering at a price lower than the 
                highest bid);
                  ``(B) is, is of the character of, or is 
                commonly known to the trade as `marking the 
                close' (bidding or offering during or near the 
                market's closing period with the intent to 
                influence the settlement price);
                  ``(C) is, is of the character of, or is 
                commonly known to the trade as `spoofing' 
                (bidding or offering with the intent to cancel 
                the bid or offer before execution); or
                  ``(D) constitutes uneconomic trading (trading 
                that has no legitimate economic purpose but for 
                the effect on price).
          ``(4) The Commission may make and promulgate such 
        rules and regulations as, in the judgment of the 
        Commission, are reasonably necessary to prohibit any 
        other trading practice that is disruptive of fair and 
        equitable trading.''.
  (2) The amendment made by paragraph (1) shall become 
effective upon enactment.

SEC. 3119. ENFORCEMENT.

  (a) Section 4b(a)(2) of the Commodity Exchange Act (7 U.S.C. 
6b(a)(2)) is amended by striking ``or other agreement, 
contract, or transaction subject to paragraphs (1) and (2) of 
section 5a(g),'' and inserting ``or swap,''.
  (b) Section 4b(b) of such Act (7 U.S.C. 6b(b)) is amended by 
striking ``or other agreement, contract or transaction subject 
to paragraphs (1) and (2) of section 5a(g),'' and inserting 
``or swap,''.
  (c) Section 4c(a) of such Act (7 U.S.C. 6c(a)) is amended by 
inserting ``or swap'' before ``if the transaction is used or 
may be used''.
  (d) Section 9(a)(2) of such Act (7 U.S.C. 13(a)(2)) is 
amended by inserting ``or of any swap,'' before ``or to 
corner''.
  (e) Section 9(a)(4) of such Act (7 U.S.C. 13(a)(4)) is 
amended by inserting ``swap repository,'' before ``or futures 
association''.
  (f) Section 9(e)(1) of such Act (7 U.S.C. 13(e)(1)) is 
amended by inserting ``swap repository,'' before ``or 
registered futures association'' and by inserting ``, or 
swaps,'' before ``on the basis''.
  (g) Section 8(b) of the Federal Deposit Insurance Act (12 
U.S.C. 1818(b)) is amended by redesignating paragraphs (6) 
through (10) as paragraphs (7) through (11), respectively, and 
inserting after paragraph (5) the following:
          ``(6) This section shall apply to any swap dealer, 
        major swap participant, security-based swap dealer, 
        major security-based swap participant, derivatives 
        clearing organization, swap repository, security-based 
        swap repository, or swap execution facility, whether or 
        not it is an insured depository institution, for which 
        the Board, the Corporation, or the Office of the 
        Comptroller of the Currency is the appropriate Federal 
        banking agency or Prudential Regulator for purposes of 
        the Derivative Markets Transparency and Accountability 
        Act of 2009.''.

SEC. 3120. RETAIL COMMODITY TRANSACTIONS.

  (a) Section 2(c) of the Commodity Exchange Act (7 U.S.C. 
2(c)) is amended--
          (1) in paragraph (1), by striking ``(other than 
        section 5a (to the extent provided in section 5a(g)), 
        5b, 5d, or 12(e)(2)(B))'' and inserting ``(other than 
        section 5b or 12(e)(2)(B))''; and
          (2) in paragraph (2), by inserting after subparagraph 
        (C) the following:
                  ``(D) Retail commodity transactions.--
                          ``(i) This subparagraph shall apply 
                        to, and the Commission shall have 
                        jurisdiction over, any agreement, 
                        contract, or transaction in any 
                        commodity that is--
                                  ``(I) entered into with, or 
                                offered to (even if not entered 
                                into with), a person that is 
                                not an eligible contract 
                                participant or eligible 
                                commercial entity; and
                                  ``(II) entered into, or 
                                offered (even if not entered 
                                into), on a leveraged or 
                                margined basis, or financed by 
                                the offeror, the counterparty, 
                                or a person acting in concert 
                                with the offeror or 
                                counterparty on a similar 
                                basis.
                          ``(ii) Clause (i) shall not apply 
                        to--
                                  ``(I) an agreement, contract, 
                                or transaction described in 
                                paragraph (1) or subparagraphs 
                                (A), (B), or (C), including any 
                                agreement, contract, or 
                                transaction specifically 
                                excluded from subparagraph (A), 
                                (B), or (C);
                                  ``(II) any security;
                                  ``(III) a contract of sale 
                                that--
                                          ``(aa) results in 
                                        actual delivery within 
                                        28 days or such other 
                                        longer period as the 
                                        Commission may 
                                        determine by rule or 
                                        regulation based upon 
                                        the typical commercial 
                                        practice in cash or 
                                        spot markets for the 
                                        commodity involved; or
                                          ``(bb) creates an 
                                        enforceable obligation 
                                        to deliver between a 
                                        seller and a buyer that 
                                        have the ability to 
                                        deliver and accept 
                                        delivery, respectively, 
                                        in connection with 
                                        their line of business.
                                  ``(IV) an agreement, 
                                contract, or transaction that 
                                is listed on a national 
                                securities exchange registered 
                                under section 6(a) of the 
                                Securities Exchange Act of 1934 
                                (15 U.S.C. 78f(a)); or
                                  ``(V) an identified banking 
                                product, as defined in section 
                                402(b) of the Legal Certainty 
                                for Bank Products Act of 2000 
                                (7 U.S.C. 27(b)).
                          ``(iii) Sections 4(a), 4(b) and 4b 
                        shall apply to any agreement, contract 
                        or transaction described in clause (i), 
                        that is not excluded from clause (i) by 
                        clause (ii), as if the agreement, 
                        contract, or transaction were a 
                        contract of sale of a commodity for 
                        future delivery.
                          ``(iv) This subparagraph shall not be 
                        construed to limit any jurisdiction 
                        that the Commission may otherwise have 
                        under any other provision of this Act 
                        over an agreement, contract, or 
                        transaction that is a contract of sale 
                        of a commodity for future delivery;
                          ``(v) This subparagraph shall not be 
                        construed to limit any jurisdiction 
                        that the Commission or the Securities 
                        and Exchange Commission may otherwise 
                        have under any other provisions of this 
                        Act with respect to security futures 
                        products and persons effecting 
                        transactions in security futures 
                        products;
                          ``(vi) For the purposes of this 
                        subparagraph, an agricultural producer, 
                        packer, or handler shall be considered 
                        an eligible commercial entity for any 
                        agreement, contract, or transaction for 
                        a commodity in connection with its line 
                        of business.''.
  (b) The amendments made by subsection (a) shall become 
effective on the date of the enactment of this section.

SEC. 3121. LARGE SWAP TRADER REPORTING.

  The Commodity Exchange Act (7 U.S.C. 1 et seq.) is amended by 
inserting after section 4s (as added by section 3107 of this 
Act) the following:

``SEC. 4T. LARGE SWAP TRADER REPORTING.

  ``(a) It shall be unlawful for any person to enter into any 
swap that performs or affects a significant price discovery 
function with respect to registered entities if--
          ``(1) the person directly or indirectly enters into 
        such swaps during any 1 day in an amount equal to or in 
        excess of such amount as shall be fixed from time to 
        time by the Commission; and
          ``(2) such person directly or indirectly has or 
        obtains a position in such swaps equal to or in excess 
        of such amount as shall be fixed from time to time by 
        the Commission,
unless the person files or causes to be filed with the properly 
designated officer of the Commission such reports regarding any 
transactions or positions described in paragraphs (1) and (2) 
as the Commission may by rule or regulation require and unless, 
in accordance with the rules and regulations of the Commission, 
the person keeps books and records of all such swaps and any 
transactions and positions in any related commodity traded on 
or subject to the rules of any board of trade, and of cash or 
spot transactions in, inventories of, and purchase and sale 
commitments of, such a commodity.
  ``(b) The books and records shall show complete details 
concerning all transactions and positions as the Commission may 
by rule or regulation prescribe.
  ``(c) The books and records shall be open at all times to 
inspection and examination by any representative of the 
Commission.
  ``(d) For the purpose of this subsection, the swaps, futures 
and cash or spot transactions and positions of any person shall 
include the transactions and positions of any persons directly 
or indirectly controlled by the person.
  ``(e) In making a determination whether a swap performs or 
affects a significant price discovery function with respect to 
regulated markets, the Commission shall consider the factors 
set forth in section 4a(a)(3).''.

SEC. 3122. SEGREGATION OF ASSETS HELD AS COLLATERAL IN SWAP 
                    TRANSACTIONS.

  The Commodity Exchange Act (7 U.S.C. 1 et seq.) is further 
amended by inserting after section 4t the following:

``SEC. 4U. SEGREGATION OF ASSETS HELD AS COLLATERAL IN OVER-THE-COUNTER 
                    SWAP TRANSACTIONS.

  ``(a) Segregation.--At the request of a swap counterparty who 
provides funds or other property to a swap dealer initial 
margin or collateral to secure the obligations of the 
counterparty under a swap between the counterparty and the swap 
dealer that is not submitted for clearing to a derivatives 
clearing organization, the swap dealer shall segregate the 
funds or other property for the benefit of the counterparty, 
and maintain the initial margin or collateral in an account 
which is carried by an independent third-party custodian and 
designated as a segregated account for the counterparty, in 
accordance with such rules and regulations as the Commission or 
Prudential Regulator may prescribe. If a swap counterparty is a 
swap dealer or major swap participant who owns more than 20 
percent of, or has more than 50 percent representation on the 
board of directors of a custodian, the custodian shall not be 
considered independent from the swap counterparties for 
purposes of the preceding sentence. This subsection shall not 
be interpreted to preclude commercial arrangements regarding 
the investment of the segregated funds or other property and 
the related allocation of gains and losses resulting from any 
such investment.
  ``(b) Further Audit Reporting.--If a swap dealer does not 
segregate funds pursuant to the request of a swap counterparty 
in accordance with subsection (a), the swap dealer shall report 
to its counterparty on a quarterly basis that its procedures 
relating to margin and collateral requirements are in 
compliance with the agreement of the counterparties.''.

SEC. 3123. OTHER AUTHORITY.

  Unless otherwise provided by its terms, this subtitle does 
not divest any appropriate Federal banking agency, the 
Commission, the Securities and Exchange Commission, or other 
Federal or State agency, of any authority derived from any 
other applicable law.

SEC. 3124. ANTITRUST.

  Nothing in the amendments made by this subtitle shall be 
construed to modify, impair, or supersede the operation of any 
of the antitrust laws. For purposes of this subtitle, the term 
``antitrust laws'' has the same meaning given the term in 
subsection (a) of the first section of the Clayton Act, except 
that the term includes section 5 of the Federal Trade 
Commission Act to the extent that such section 5 applies to 
unfair methods of competition.

SEC. 3125. REVIEW OF PRIOR ACTIONS.

  Notwithstanding any other provision of the Commodity Exchange 
Act, the Commodity Futures Trading Commission shall review, as 
appropriate, all regulations, rules, exemptions, exclusions, 
guidance, no action letters, orders, other actions taken by or 
on behalf of the Commission, and any action taken pursuant to 
the Commodity Exchange Act by an exchange, self-regulatory 
organization, or any other registered entity, that are 
currently in effect, to ensure that such prior actions are in 
compliance with the provisions of this title.

SEC. 3126. EXPEDITED PROCESS.

  The Commodity Futures Trading Commission may use emergency 
and expedited procedures (including any administrative or other 
procedure as appropriate) to carry out this title if, in its 
discretion, it deems it necessary to do so.

SEC. 3127. EFFECTIVE DATE.

  (a) Unless otherwise provided, the provisions of this 
subtitle shall become effective the later of 270 days after the 
date of the enactment of this subtitle or, to the extent a 
provision of this subtitle requires rulemaking, no less than 60 
days after publication of a final rule or regulation 
implementing such provision of this subtitle.
  (b) Subsection (a) shall not preclude the Commodity Futures 
Trading Commission from any rulemaking required or directed 
under this subtitle to implement the provisions of this 
subtitle.

         Subtitle B--Regulation of Security-Based Swap Markets


SEC. 3201. DEFINITIONS UNDER THE SECURITIES EXCHANGE ACT OF 1934.

  (a) Definitions.--Section 3(a) of the Securities Exchange Act 
of 1934 (15 U.S.C. 78c(a)) is amended--
          (1) in paragraph (5)(A) and (B), by inserting ``(but 
        not security-based swaps, other than security-based 
        swaps with or for persons that are not eligible 
        contract participants)'' after the word ``securities'' 
        in each place it appears;
          (2) in paragraph (10), by inserting ``security-based 
        swap,'' after ``security future,'';
          (3) in paragraph (13), by adding at the end the 
        following: ``For security-based swaps, such terms 
        include the execution, termination (prior to its 
        scheduled maturity date), assignment, exchange, or 
        similar transfer or conveyance of, or extinguishing of 
        rights or obligations under, a security-based swap, as 
        the context may require.'';
          (4) in paragraph (14), by adding at the end the 
        following: ``For security-based swaps, such terms 
        include the execution, termination (prior to its 
        scheduled maturity date), assignment, exchange, or 
        similar transfer or conveyance of, or extinguishing of 
        rights or obligations under, a security-based swap, as 
        the context may require.'';
          (5) in paragraph (39)--
                  (A) by striking ``or government securities 
                dealer'' and adding ``government securities 
                dealer, security-based swap dealer or major 
                security-based swap participant'' in its place 
                in subparagraph (B)(i)(I);
                  (B) by adding ``security-based swap dealer, 
                major security-based swap participant,'' after 
                ``government securities dealer,'' in 
                subparagraph (B)(i)(II);
                  (C) by striking ``or government securities 
                dealer'' and adding ``government securities 
                dealer, security-based swap dealer or major 
                security-based swap participant'' in its place 
                in subparagraph (C); and
                  (D) by adding ``security-based swap dealer, 
                major security-based swap participant,'' after 
                ``government securities dealer,'' in 
                subparagraph (D); and
          (6) by adding at the end the following:
          ``(65) Eligible contract participant.--The term 
        `eligible contract participant' has the same meaning as 
        in section 1a(12) of the Commodity Exchange Act (7 
        U.S.C. 1a(12)).
          ``(66) Major swap participant.--The term `major swap 
        participant' has the same meaning as in section 1a(39) 
        of the Commodity Exchange Act (7 U.S.C. 1a(39)).
          ``(67) Major security-based swap participant.--
                  ``(A) In general.--The term `major security-
                based swap participant' means any person who is 
                not a security-based swap dealer, and--
                          ``(i) maintains a substantial net 
                        position in outstanding security-based 
                        swaps, excluding positions held 
                        primarily for hedging, reducing or 
                        otherwise mitigating its commercial 
                        risk, including operating and balance 
                        sheet risk; or
                          ``(ii) whose outstanding security-
                        based swaps create substantial net 
                        counterparty exposure among the 
                        aggregate of its counterparties that 
                        could expose those counterparties to 
                        significant credit losses.
                  ``(B) Definition of `substantial net 
                position'.--The Commission shall define by rule 
                or regulation the terms `substantial net 
                position', `substantial net counterparty 
                exposure', and `significant credit losses' at 
                thresholds that the Commission determines 
                prudent for the effective monitoring, 
                management and oversight of entities which are 
                systemically important or can significantly 
                impact the financial system through 
                counterparty credit risk. In setting the 
                definitions, the Commission shall consider the 
                person's relative position in uncleared as 
                opposed to cleared swaps.
                  ``(C) A person may be designated a major 
                security-based swap participant for 1 or more 
                individual types of security-based swaps 
                without being classified as a major security-
                based swap participant for all classes of 
                security-based swaps.
          ``(68) Security-based swap.--
                  ``(A) In general.--Except as provided in 
                subparagraph (B), the term `security-based 
                swap' means any agreement, contract, or 
                transaction that would be a swap under section 
                1a(35) of the Commodity Exchange Act, and 
                that--
                          ``(i) is priumarily based on an index 
                        that is a narrow-based security index, 
                        including any interest therein or based 
                        on the value thereof;
                          ``(ii) is primarily based on a single 
                        security or loan, including any 
                        interest therein or based on the value 
                        thereof; or
                          ``(iii) is primarily based on the 
                        occurrence, non-occurrence, or extent 
                        of the occurrence of an event relating 
                        to a single issuer of a security or the 
                        issuers of securities in a narrow-based 
                        security index, provided that such 
                        event must directly affect the 
                        financial statements, financial 
                        condition, or financial obligations of 
                        the issuer.
                  ``(B) Rule of construction regarding master 
                agreements.--The term `security-based swap' 
                shall be construed to include a master 
                agreement that provides for an agreement, 
                contract, or transaction that is a security-
                based swap pursuant to subparagraph (A), 
                together with all supplements to any such 
                master agreement, without regard to whether the 
                master agreement contains an agreement, 
                contract, or transaction that is not a 
                security-based swap pursuant to subparagraph 
                (A), except that the master agreement shall be 
                considered to be a security-based swap only 
                with respect to each agreement, contract, or 
                transaction under the master agreement that is 
                a security-based swap pursuant to subparagraph 
                (A).
                  ``(C) Exclusion.--The term `security-based 
                swap' does not include any agreement, contract, 
                or transaction that meets the definition of a 
                security-based swap only because it references, 
                is based upon, or settles through the transfer, 
                delivery, or receipt of an exempted security 
                under section 3(a)(12) of the Securities 
                Exchange Act of 1934 as in effect on the date 
                of enactment of the Futures Trading Act of 1982 
                (other than any municipal security as defined 
                in section 3(a)(29) as in effect on the date of 
                enactment of the Futures Trading Act of 1982), 
                unless such agreement, contract, or transaction 
                is of the character of, or is commonly known in 
                the trade as, a put, call, or other option.
          ``(69) Swap.--The term `swap' has the same meaning as 
        in section 1a(35) of the Commodity Exchange Act (7 
        U.S.C. 1a(35)).
          ``(70) Person associated with a security-based swap 
        dealer or major security-based swap participant.--The 
        term `person associated with a security-based swap 
        dealer or major security-based swap participant' or 
        `associated person of a security-based swap dealer or 
        major security-based swap participant' means any 
        partner, officer, director, or branch manager of such 
        security-based swap dealer or major security-based swap 
        participant (or any person occupying a similar status 
        or performing similar functions), any person directly 
        or indirectly controlling, controlled by, or under 
        common control with such security-based swap dealer or 
        major security-based swap participant, or any employee 
        of such security-based swap dealer or major security-
        based swap participant, except that any person 
        associated with a security-based swap dealer or major 
        security-based swap participant whose functions are 
        solely clerical or ministerial shall not be included in 
        the meaning of such term other than for purposes of 
        section 15F(e)(2).
          ``(71) Security-based swap dealer.--
                  ``(A) In general.--The term `security-based 
                swap dealer' means any person that--
                          ``(i) holds itself out as a dealer in 
                        security-based swaps;
                          ``(ii) makes a market in security-
                        based swaps;
                          ``(iii) regularly engages in the 
                        purchase of security-based swaps and 
                        their resale to customers in the 
                        ordinary course of a business; or
                          ``(iv) engages in any activity 
                        causing it to be commonly known in the 
                        trade as a dealer or market maker in 
                        security-based swaps.
                  ``(B) Designation by type or class.--A person 
                may be designated a security-based swap dealer 
                for a single type or single class or category 
                of security-based swap and considered not a 
                security-based swap dealer for other types, 
                classes, or categories of security-based swaps.
                  ``(C) De minimus exception.--The Commission 
                shall make a determination to exempt from 
                designation as a security-based swap dealer an 
                entity that engages in a de minimus amount of 
                security-based swap dealing in connection with 
                transactions with or on the behalf of its 
                customers.
          ``(72) Appropriate federal banking agency.--The term 
        `appropriate Federal banking agency' has the same 
        meaning as in section 3(q) of the Federal Deposit 
        Insurance Act (12 U.S.C. 1813(q)).
          ``(73) Board.--The term `Board' means the Board of 
        Governors of the Federal Reserve System.
          ``(74) Prudential regulator.--The term `Prudential 
        Regulator' means--
                  ``(A) the Board in the case of a swap dealer, 
                major swap participant, security-based swap 
                dealer or major security-based swap participant 
                that is--
                          ``(i) a State-chartered bank that is 
                        a member of the Federal Reserve System; 
                        or
                          ``(ii) a State-chartered branch or 
                        agency of a foreign bank;
                  ``(B) the Office of the Comptroller of the 
                Currency in the case of a swap dealer, major 
                swap participant, security-based swap dealer or 
                major security-based swap participant that is--
                          ``(i) a national bank; or
                          ``(ii) a federally chartered branch 
                        or agency of a foreign bank; and
                  ``(C) the Federal Deposit Insurance 
                Corporation in the case of a swap dealer, major 
                swap participant, security-based swap dealer or 
                major security-based swap participant that is a 
                state-chartered bank that is not a member of 
                the Federal Reserve System.
          ``(75) Swap dealer.--The term `swap dealer' has the 
        same meaning as in section 1a(38) of the Commodity 
        Exchange Act (7 U.S.C. 1a(38)).
          ``(76) Security-based swap agreement.--
                  ``(A) In general.--For purposes of sections 
                10, 16, 20, and 21A of this Act, and section 17 
                of the Securities Act of 1933 (15 U.S.C. 77q), 
                the term `security-based swap agreement' means 
                a swap agreement as defined in section 206A of 
                the Gramm-Leach-Bliley Act (15 U.S.C. 78c note) 
                of which a material term is based on the price, 
                yield, value, or volatility of any security or 
                any group or index of securities, or any 
                interest therein.
                  ``(B) Exclusions.--The term `security-based 
                swap agreement' does not include any security-
                based swap.
          ``(76) Security-based swap repository.--The term 
        `security-based swap repository' means any person that 
        collects, calculates, prepares or maintains information 
        or records with respect to transactions or positions 
        in, or the terms and conditions of, security-based 
        swaps entered into by third parties.
          ``(77) Swap execution facility.--The term `swap 
        execution facility' means a person or entity that 
        facilitates the execution or trading of security-based 
        swaps between two persons through any means of 
        interstate commerce, but which is not a national 
        securities exchange, including any electronic trade 
        execution or voice brokerage facility.''
  (b) Authority to Further Define Terms.--The Securities and 
Exchange Commission may adopt a rule further defining the terms 
``security-based swap'', ``security-based swap dealer'', 
``major security-based swap participant'', and ``eligible 
contract participant'' with regard to security-based swaps (as 
such terms are defined in the amendments made by subsection 
(a)) for the purpose of including transactions and entities 
that have been structured to evade this title.

SEC. 3202. REPEAL OF PROHIBITION ON REGULATION OF SECURITY-BASED SWAPS.

  (a) Repeal of Law.--Section 206B of the Gramm-Leach-Bliley 
Act (15 U.S.C. 78c note) is repealed.
  (b) Conforming Amendments to the Securities Act of 1933.--
          (1) Section 2A(b) of the Securities Act of 1933 (15 
        U.S.C. 77b-1) is amended by striking ``(as defined in 
        section 206B of the Gramm-Leach-Bliley Act)'' each 
        place that such term appears.
          (2) Section 17 of the Securities Act of 1933 (15 
        U.S.C. 77q) is amended--
                  (A) in subsection (a)--
                          (i) by inserting ``(including 
                        security-based swaps)'' after 
                        ``securities''; and
                          (ii) by striking ``206B of the Gramm-
                        Leach-Bliley Act'' and inserting 
                        ``3(a)(76) of the Securities Exchange 
                        Act of 1934''; and
                  (B) in subsection (d), by striking ``206B of 
                the Gramm-Leach-Bliley Act'' and inserting 
                ``3(a)(76) of the Securities Exchange Act of 
                1934''.
  (c) Conforming Amendments to the Securities Exchange Act of 
1934.--The Securities Exchange Act of 1934 (15 U.S.C. 78a, et 
seq.) is amended as follows:
          (1) Section 3A (15 U.S.C. 78c-1) is amended by 
        striking ``(as defined in section 206B of the Gramm-
        Leach-Bliley Act)'' each place that the term appears.
          (2) Section 9(a) (15 U.S.C. 78i(a)) is amended by 
        striking paragraphs (2) through (5) and inserting:
  ``(2) To effect, alone or with one or more other persons, a 
series of transactions in any security registered on a national 
securities exchange or in connection with any security-based 
swap or security-based swap agreement with respect to such 
security creating actual or apparent active trading in such 
security, or raising or depressing the price of such security, 
for the purpose of inducing the purchase or sale of such 
security by others.
  ``(3) If a dealer, broker, security-based swap dealer, major 
security-based swap participant or other person selling or 
offering for sale or purchasing or offering to purchase the 
security, or a security-based swap or security-based swap 
agreement with respect to such security, to induce the purchase 
or sale of any security registered on a national securities 
exchange or any security-based swap or security-based swap 
agreement with respect to such security by the circulation or 
dissemination in the ordinary course of business of information 
to the effect that the price of any such security will or is 
likely to rise or fall because of market operations of any one 
or more persons conducted for the purpose of raising or 
depressing the price of such security.
  ``(4) If a dealer, broker, security-based swap dealer, major 
security-based swap participant or other person selling or 
offering for sale or purchasing or offering to purchase the 
security, or a security-based swap or security-based swap 
agreement with respect to such security, to make, regarding any 
security registered on a national securities exchange or any 
security-based swap or security-based swap agreement with 
respect to such security, for the purpose of inducing the 
purchase or sale of such security or such security-based swap 
or security-based swap agreement, any statement which was at 
the time and in the light of the circumstances under which it 
was made, false or misleading with respect to any material 
fact, and which he knew or had reasonable ground to believe was 
so false or misleading.
  ``(5) For a consideration, received directly or indirectly 
from a dealer, broker, security-based swap dealer, major 
security-based swap participant or other person selling or 
offering for sale or purchasing or offering to purchase the 
security, or a security-based swap or security-based swap 
agreement with respect to such security, to induce the purchase 
of any security registered on a national securities exchange or 
any security-based swap or security-based swap agreement with 
respect to such security by the circulation or dissemination of 
information to the effect that the price of any such security 
will or is likely to rise or fall because of the market 
operations of any one or more persons conducted for the purpose 
of raising or depressing the price of such security.''.
          (3) Section 9(i) (15 U.S.C. 78i(i)) is amended by 
        striking ``(as defined in section 206B of the Gramm-
        Leach-Bliley Act)'';
          (4) Section 10 (15 U.S.C. 78j) is amended by striking 
        ``(as defined in section 206B of the Gramm-Leach-Bliley 
        Act)'' each place that the term appears.
          (5) Section 15(c)(1) is amended--
                  (A) in subparagraph (A), by striking ``, or 
                any security-based swap agreement (as defined 
                in section 206B of the Gramm-Leach-Bliley 
                Act),''; and
                  (B) in subparagraphs (B) and (C), by striking 
                ``agreement (as defined in section 206B of the 
                Gramm-Leach-Bliley Act)'' in each place that 
                the term appears.
          (6) Section 15(i) (15 U.S.C. 78o(i), as added by 
        section 303(f) of the Commodity Futures Modernization 
        Act of 2000 (Public Law 106-554; 114 Stat. 2763A-455) 
        is amended by striking ``(as defined in section 206B of 
        the Gramm-Leach-Bliley Act)''.
          (7) Section 16 (15 U.S.C. 78p) is amended--
                  (A) in subsection (a)(2)(C), by striking 
                ``(as defined in section 206(b) of the Gramm-
                Leach-Bliley Act (15 U.S.C. 78c note))'';
                  (B) in subsection (b), by striking ``(as 
                defined in section 206B of the Gramm-Leach-
                Bliley Act)'' in each place that the term 
                appears; and
                  (C) in subsection (g), by striking ``(as 
                defined in section 206B of the Gramm-Leach-
                Bliley Act)'';
          (8) Section 20 (15 U.S.C. 78t) is amended--
                  (A) in subsection (d), by striking ``(as 
                defined in section 206B of the Gramm-Leach-
                Bliley Act)''; and
                  (B) in subsection (f), by striking ``(as 
                defined in section 206B of the Gramm-Leach-
                Bliley Act)''; and
          (9) Section 21A (15 U.S.C. 78u-1) is amended--
                  (A) in subsection (a)(1), by striking ``(as 
                defined in section 206B of the Gramm-Leach-
                Bliley Act)''; and
                  (B) in subsection (g), by striking ``(as 
                defined in section 206B of the Gramm-Leach-
                Bliley Act)''.

SEC. 3203. AMENDMENTS TO THE SECURITIES EXCHANGE ACT OF 1934.

  (a) Clearing for Security-based Swaps.--The Securities 
Exchange Act of 1934 (15 U.S.C. 78a, et seq.) is amended by 
adding the following section after section 3A:

``SEC. 3B. CLEARING FOR SECURITY-BASED SWAPS.

  ``(a) In General.--
          ``(1) Standard for clearing.--A security-based swap 
        shall be submitted for clearing if a clearing agency 
        that is registered under this Act will accept the 
        security-based swap for clearing, and the Commission 
        has determined under paragraph (2)(B)(ii) of subsection 
        (b) that the security-based swap is required to be 
        cleared.
          ``(2) Open access.--The rules of a clearing agency 
        described in paragraph (1) shall--
                  ``(A) prescribe that all security-based swaps 
                submitted to the clearing agency with the same 
                terms and conditions are economically 
                equivalent within the clearing agency and may 
                be offset with each other within the clearing 
                agency; and
                  ``(B) provide for non-discriminatory clearing 
                of a security-based swap executed bilaterally 
                or on or through the rules of an unaffiliated 
                national securities exchange or swap execution 
                facility.
  ``(b) Commission Review.--
          ``(1) Commission-initiated review.--
                  ``(A) The Commission shall review each 
                security-based swap, or any group, category, 
                type or class of security-based swaps to make a 
                determination that such security-based swap, or 
                group, category, type or class of security-
                based swaps should be required to be cleared.
                  ``(B) The Commission shall provide at least a 
                30-day public comment period regarding any 
                determination under subparagraph (A).
          ``(2) Swap submissions.--
                  ``(A) A clearing agency shall submit to the 
                Commission each security-based swap, or any 
                group, category, type or class of security-
                based swaps that it plans to accept for 
                clearing and provide notice to its members (in 
                a manner to be determined by the Commission) of 
                such submission.
                  ``(B) The Commission shall--
                          ``(i) make available to the public 
                        any submission received under 
                        subparagraph (A);
                          ``(ii) review each submission made 
                        under subparagraph (A), and determine 
                        whether the security-based swap, or 
                        group, category, type, or class of 
                        security-based swaps, described in the 
                        submission is required to be cleared; 
                        and
                          ``(iii) provide at least a 30-day 
                        public comment period regarding its 
                        determination whether the clearing 
                        requirement under subsection (a)(1) 
                        shall apply to the submission.
          ``(3) Deadline.--The Commission shall make its 
        determination under paragraph (2)(B) not later than 90 
        days after receiving a submission made under paragraph 
        (2)(A), unless the submitting clearing agency agrees to 
        an extension for the time limitation established under 
        this paragraph.
          ``(4) Determination.--
                  ``(A) In reviewing a submission made under 
                paragraph (2), the Commission shall review 
                whether the submission is consistent with 
                section 5b(c)(2).
                  ``(B) In reviewing a security-based swap, 
                group of security-based swaps or class of 
                security-based swaps pursuant to paragraph (1) 
                or a submission made under paragraph (2), the 
                Commission shall take into account the 
                following factors:
                          ``(i) The existence of significant 
                        outstanding notional exposures, trading 
                        liquidity and adequate pricing data.
                          ``(ii) The availability of rule 
                        framework, capacity, operational 
                        expertise and resources, and credit 
                        support infrastructure to clear the 
                        contract on terms that are consistent 
                        with the material terms and trading 
                        conventions on which the contract is 
                        then traded.
                          ``(iii) The effect on the mitigation 
                        of systemic risk, taking into account 
                        the size of the market for such 
                        contract and the resources of the 
                        clearing agency available to clear the 
                        contract.
                          ``(iv) The effect on competition, 
                        including appropriate fees and charges 
                        applied to clearing.
                          ``(v) The existence of reasonable 
                        legal certainty in the event of the 
                        insolvency of the relevant clearing 
                        agency or 1 or more of its clearing 
                        members with regard to the treatment of 
                        customer and security-based swap 
                        counterparty positions, funds, and 
                        property.
                  ``(C) In making a determination under 
                paragraph (2)(B) that the clearing requirement 
                shall apply, the Commission may require such 
                terms and conditions to the requirement as the 
                Commission determines to be appropriate.
          ``(5) Rules.--Not later than 1 year after the date of 
        the enactment of the Derivative Markets Transparency 
        and Accountability Act of 2009, the Commission shall 
        adopt rules for a clearing agency's submission for 
        review, pursuant to this subsection, of a security-
        based swap, or a group, category, type or class of 
        security-based swaps, that it seeks to accept for 
        clearing.
  ``(c) Stay of Clearing Requirement.--
          ``(1) After an determination pursuant to subsection 
        (b)(2), the Commission, on application of a 
        counterparty to a security-based swap or on its own 
        initiative, may stay the clearing requirement of 
        subsection (a)(1) until the Commission completes a 
        review of the terms of the security-based swap (or the 
        group, category, type or class of security-based swaps) 
        and the clearing arrangement.
          ``(2) Deadline.--The Commission shall complete a 
        review undertaken pursuant to paragraph (1) not later 
        than 90 days after issuance of the stay, unless the 
        clearing agency that clears the security-based swap, or 
        group, category, type or class of security-based swaps, 
        agrees to an extension of the time limitation 
        established under this paragraph.
          ``(3) Determination.--Upon completion of the review 
        undertaken pursuant to paragraph (1), the Commission 
        may--
                  ``(A) determine, unconditionally or subject 
                to such terms and conditions as the Commission 
                determines to be appropriate, that the 
                security-based swap, or group, category, type 
                or class of security-based swaps, must be 
                cleared pursuant to this subsection if it finds 
                that such clearing is consistent with 
                subsection (b)(4); or
                  ``(B) determine that the clearing requirement 
                of subsection (a)(1) shall not apply to the 
                security-based swap, or group, category, type 
                or class of security-based swaps.
          ``(4) Rules.--Not later than 1 year after the date of 
        the enactment of the Derivative Markets Transparency 
        and Accountability Act of 2009, the Commission shall 
        adopt rules for reviewing, pursuant to this subsection, 
        a clearing agency's clearing of a security-based swap, 
        or a group, category, type or class of security-based 
        swaps, that it has accepted for clearing.
  ``(d) Prevention of Evasion.--The Commission may prescribe 
rules under this subsection, or issue interpretations of the 
rules, as necessary to prevent evasions of this section.
  ``(e) Required Reporting.--
          ``(1) In general.--All security-based swaps that are 
        not accepted for clearing by any clearing agency shall 
        be reported either to a security-based swap repository 
        described in subsection 13(n) or, if there is no 
        security-based swap repository that would accept the 
        security-based swap, to the Commission pursuant to 
        section 13A within such time period as the Commission 
        may by rule or regulation prescribe. Counterparties to 
        a security-based swap may agree which counterparty will 
        report the security-based swap as required by this 
        paragraph.
          ``(2) Swap dealer designation.--With regard to 
        security-based swaps where only 1 counterparty is a 
        security-based swap dealer, the security-based swap 
        dealer shall report the security-based swap as required 
        by this subsection.
  ``(f) Reporting Transition Rules.--Rules adopted by the 
Commission under this section shall provide for the reporting 
of data, as follows:
          ``(1) Security-based swaps entered into before the 
        date of the enactment of this section shall be reported 
        to a registered security-based swap repository or the 
        Commission no later than 180 days after the effective 
        date of this section; and
          ``(2) Security-based swaps entered into on or after 
        such date of enactment shall be reported to a 
        registered security-based swap repository or the 
        Commission no later than the later of--
                  ``(A) 90 days after such effective date; or
                  ``(B) such other time after entering into the 
                security-based swap as the Commission may 
                prescribe by rule or regulation.
  ``(g) Clearing Transition Rules.--
          ``(1) Security-based swaps entered into before the 
        date of the enactment of this section are exempt from 
        the clearing requirements of this subsection if 
        reported pursuant to subsection (f)(1).
          ``(2) Security-based swaps entered into before 
        application of the clearing requirement pursuant to 
        this section are exempt from the clearing requirements 
        of this section if reported pursuant to subsection 
        (f)(2).
  ``(h) Exceptions.--
          ``(1) In general.--The requirements of subsection 
        (a)(1) shall not apply to a security-based swap if one 
        of the counterparties to the security-based swap--
                  ``(A) is not a security-based swap dealer or 
                major security-based swap participant; and
                  ``(B) is using security-based swaps to hedge 
                or mitigate commercial risk, including 
                operating or balance sheet risk; and
                  ``(C) notifies the Commission, in a manner 
                set forth by the Commission, how it generally 
                meets its financial obligations associated with 
                entering into non-cleared security-based swaps.
          ``(2) Abuse of exception.--The Commission may 
        prescribe rules under this subsection, or issue 
        interpretations of the rules, as necessary to prevent 
        abuse of the exemption in paragraph (1) by security-
        based swap dealers and major security-based swap 
        participants.
          ``(3) Option to clear.--The application of the 
        clearing exception in paragraph (1) is solely at the 
        discretion the counterparty to the swap that meets the 
        conditions of subparagraphs (A) through (C) of 
        paragraph (1).''.
  (b) Clearing Agency Requirements.--Section 17A of the 
Securities Exchange Act of 1934 (15 U.S.C. 78q) is amended by 
adding at the end the following new subsections:
  ``(g) Registration Requirement.--It shall be unlawful for a 
clearing agency, unless registered with the Commission, 
directly or indirectly to make use of the mails or any means or 
instrumentality of interstate commerce to perform the functions 
of a clearing agency with respect to a swap.
  ``(h) Voluntary Registration.--A person that clears 
agreements, contracts, or transactions that are not required to 
be cleared under this Act may register with the Commission as a 
clearing agency.
  ``(i) Existing Banks and Derivatives Clearing 
Organizations.--A bank or a derivatives clearing organization 
registered with the Commodity Futures Trading Commission under 
the Commodity Exchange Act required to be a registered as a 
clearing agency under this title, solely because it clears 
security-based swaps, is deemed to be a registered clearing 
agency under this title solely for the purpose of clearing 
security-based swaps to the extent that the bank cleared 
security-based swaps, as defined in this Act, as a multilateral 
clearing organization or the derivatives clearing organization 
cleared security-based swaps, as defined in this title pursuant 
to an exemption from registration as a clearing agency, before 
the enactment of this section. A bank or derivative clearing 
organization to which this subsection applies shall continue to 
comply with the requirements in section 17A(b)(3) of this 
title. A bank to which this subsection applies may, by the vote 
of the shareholders owning not less than 51 percent of the 
voting interests of such bank, be converted into a State 
corporation, partnership, limited liability company, or other 
similar legal form pursuant to a plan of conversion, if the 
conversion is not in contravention of applicable State law.
  ``(j) Reporting.--
          ``(1) In general.--A clearing agency that clears 
        security-based swaps shall provide to the Commission 
        all information determined by the Commission to be 
        necessary to perform its responsibilities under this 
        Act. The Commission shall adopt data collection and 
        maintenance requirements for security-based swaps 
        cleared by clearing agencies that are comparable to the 
        corresponding requirements for security-based swaps 
        accepted by security-based swap repositories and 
        security-based swaps traded on swap execution 
        facilities. Subject to section 24, the Commission shall 
        share such information, upon request, with the Board, 
        the Commodity Futures Trading Commission, the 
        appropriate Federal banking agencies, the Financial 
        Services Oversight Council, and the Department of 
        Justice or to other persons the Commission deems 
        appropriate, including foreign financial supervisors 
        (including foreign futures authorities), foreign 
        central banks, and foreign ministries.
          ``(2) Public information.--A clearing agency that 
        clears security-based swaps shall provide to the 
        Commission, or its designee, such information as is 
        required by, and in a form and at a frequency to be 
        determined by, the Commission, in order to comply with 
        the public reporting requirements contained in section 
        13.
  ``(k) Designation of Compliance Officer.--
          ``(1) In general.--Each clearing agency that clears 
        security-based swaps shall designate an individual to 
        serve as a compliance officer.
          ``(2) Duties.--The compliance officer shall--
                  ``(A) report directly to the board or to the 
                senior officer of the clearing agency;
                  ``(B) in consultation with the board of the 
                clearing agency, a body performing a function 
                similar to that of a board, or the senior 
                officer of the clearing agency, resolve any 
                conflicts of interest that may arise;
                  ``(C) be responsible for administering the 
                policies and procedures required to be 
                established pursuant to this section;
                  ``(D) ensure compliance with securities laws 
                and the rules and regulations issued 
                thereunder, including rules prescribed by the 
                Commission pursuant to this section; and
                  ``(E) establish procedures for remediation of 
                non-compliance issues found during compliance 
                office reviews, lookbacks, internal or external 
                audit findings, self-reported errors, or 
                through validated complaints. Procedures will 
                establish the handling, management response, 
                remediation, re-testing, and closing of non-
                compliant issues.
          ``(3) Annual reports required.--The compliance 
        officer shall annually prepare and sign a report on the 
        compliance of the clearing agency with the securities 
        laws and its policies and procedures, including its 
        code of ethics and conflict of interest policies, in 
        accordance with rules prescribed by the Commission. 
        Such compliance report shall accompany the financial 
        reports of the clearing agency that are required to be 
        furnished to the Commission pursuant to this section 
        and shall include a certification that, under penalty 
        of law, the report is accurate and complete.
  ``(l) Standards for Clearing Agencies Clearing Swap 
Transactions.--To be registered and to maintain registration as 
a clearing agency that clears swap transactions, a clearing 
agency shall comply with such standards as the Commission may 
establish by rule. In establishing any such standards, and in 
the exercise of its oversight of such a clearing agency 
pursuant to this title, the Commission may conform such 
standards or oversight to reflect evolving United States and 
international standards. Except where the Commission determines 
otherwise by rule or regulation, a clearing agency shall have 
reasonable discretion in establishing the manner in which it 
complies with any such standards.
  ``(m) Rules.--Not later than 1 year after the date of the 
enactment of the Derivative Markets Transparency and 
Accountability Act of 2009, the Commission shall adopt rules 
governing persons that are registered as clearing agencies for 
security-based swaps under this Act.
  ``(n) Exemptions.--
          ``(1) In general.--The Commission may exempt, 
        conditionally or unconditionally, a clearing agency 
        from registration under this section for the clearing 
        of security-based swaps if the Commission finds that 
        such clearing agency is subject to comparable, 
        comprehensive supervision and regulation on a 
        consolidated basis by the Commodity Futures Trading 
        Commission, a Prudential Regulator, or the appropriate 
        governmental authorities in the organization's home 
        country or if necessary or appropriate in the public 
        interest and consistent with the purpose of this Act.
          ``(2) A person that is required to be registered as 
        clearing agency under this section, whose principal 
        business is clearing commodity futures and options on 
        commodity futures transactions and which is a 
        derivatives clearing organization registered with the 
        Commodity Futures Trading Commission under the 
        Commodity Exchange Act (7 U.S.C. 1, et seq.), shall be 
        unconditionally exempt from registration under this 
        section solely for the purpose of clearing security-
        based swaps, unless the Commission finds that such 
        derivatives clearing organization is not subject to 
        comparable, comprehensive supervision and regulation by 
        the Commodity Futures Trading Commission.''.
  (c) Execution of Security-based Swaps.--The Securities 
Exchange Act of 1934 (15 U.S.C. 78a, et seq.) is amended by 
inserting after section 5 the following:

``SEC. 5A. EXECUTION OF SECURITY-BASED SWAPS.

  ``(a) Execution Transparency.--
          ``(1) Requirement.--A security-based swap that is 
        subject to the clearing requirement of section 3B shall 
        not be traded except on or through a national 
        securities exchange or on or through an swap execution 
        facility registered under section 5h, that makes the 
        security-based swap available for trading.
          ``(2) Exceptions.--The requirement of paragraph (1) 
        shall not apply to a security-based swap if no national 
        securities exchange or swap execution facility makes 
        the security-based swap available for trading.
          ``(3) Required reporting.--If the exception of 
        paragraph (2) applies and there is no national 
        securities exchange or swap execution facility that 
        makes the security-based swap available to trade, the 
        counterparties shall comply with any recordkeeping and 
        transaction reporting requirements as may be prescribed 
        by the Commission with respect to security-based swaps 
        subject to the requirements of paragraph (1).
  ``(b) Exchange Trading.--In adopting rules and regulations, 
the Commission shall endeavor to eliminate unnecessary 
impediments to the trading on national securities exchanges of 
contracts, agreements, or transactions that would be swaps but 
for the trading of such contracts, agreements or transactions 
on such a national securities exchange.''.
  (d) Swap Execution Facilities.--The Securities Exchange Act 
of 1934 (15 U.S.C. 78a, et seq.) is amended by adding after 
section 3B (as added by subsection (a)) the following:

``SEC. 3C. SWAP EXECUTION FACILITIES.

  ``(a) Registration.--No person may operate a facility for the 
trading of security-based swaps unless the facility is 
registered as a swap execution facility under this section.
  ``(b) Requirements for Trading.--
          ``(1) In general.--A swap execution facility that is 
        registered under subsection (a) may list for trading 
        any security-based swap.
          ``(2) Rules for trading through the facility.--Not 
        later than 1 year after the date of the enactment of 
        the Derivative Markets Transparency and Accountability 
        Act of 2009, the Commission shall adopt rules to allow 
        a security-based swap to be traded through the 
        facilities of an exchange or a swap execution facility. 
        Such rules shall permit an intermediary, acting as 
        principal or agent, to enter into or execute a 
        security-based swap, notwithstanding section 3B(b), if 
        the security-based swap is reported, recorded, or 
        confirmed in accordance with the rules of the exchange 
        or swap execution facility.
  ``(c) Trading by Exchanges.--An exchange shall, to the extent 
that the exchange also operates a swap execution facility and 
uses the same electronic trade execution system for trading on 
the exchange and the swap execution facility, identify whether 
the electronic trading is taking place on the exchange or the 
swap execution facility.
  ``(d) Core Principles for Swap Execution Facilities.--
          ``(1) In general.--To be registered as, and to 
        maintain its registration as, a swap execution 
        facility, the facility shall comply with the core 
        principles specified in this subsection and any 
        requirement that the Commission may impose by rule or 
        regulation pursuant to section 8a(5). Except where the 
        Commission determines otherwise by rule or regulation, 
        the facility shall have reasonable discretion in 
        establishing the manner in which it complies with these 
        core principles.
          ``(2) Compliance with rules.--The swap execution 
        facility shall--
                  ``(A) monitor and enforce compliance with any 
                of the rules of the facility, including the 
                terms and conditions of the swaps traded on or 
                through the facility and any limitations on 
                access to the facility; and
                  ``(B) establish and enforce trading and 
                participation rules that will deter abuses and 
                have the capacity to detect, investigate, and 
                enforce those rules, including means to--
                          ``(i) provide market participants 
                        with impartial access to the market; 
                        and
                          ``(ii) capture information that may 
                        be used in establishing whether rule 
                        violations have occurred.
          ``(3) Security-based swaps not readily susceptible to 
        manipulation.--The swap execution facility shall permit 
        trading only in security-based swaps that are not 
        readily susceptible to manipulation.
          ``(4) Monitoring of trading.--The swap execution 
        facility shall--
                  ``(A) establish and enforce rules or terms 
                and conditions defining, or specifications 
                detailing, trading procedures to be used in 
                entering and executing orders traded on or 
                through its facilities; and
                  ``(B) monitor trading in swaps to prevent 
                manipulation, price distortion, and disruptions 
                of the delivery or cash settlement process 
                through surveillance, compliance, and 
                disciplinary practices and procedures, 
                including methods for conducting real-time 
                monitoring of trading and comprehensive and 
                accurate trade reconstructions.
          ``(5) Ability to obtain information.--The swap 
        execution facility shall--
                  ``(A) establish and enforce rules that will 
                allow the facility to obtain any necessary 
                information to perform any of the functions 
                described in this section;
                  ``(B) provide the information to the 
                Commission upon request; and
                  ``(C) have the capacity to carry out such 
                international information-sharing agreements as 
                the Commission may require.
          ``(6) Financial integrity of transactions.--The swap 
        execution facility shall establish and enforce rules 
        and procedures for ensuring the financial integrity of 
        security-based swaps entered on or through its 
        facilities, including the clearance and settlement of 
        the security-based swaps pursuant to section 3B.
          ``(7) Emergency authority.--The swap execution 
        facility shall adopt rules to provide for the exercise 
        of emergency authority, in consultation or cooperation 
        with the Commission, where necessary and appropriate, 
        including the authority to suspend or curtail trading 
        in a security-based swap.
          ``(8) Timely publication of trading information.--The 
        swap execution facility shall make public timely 
        information on price, trading volume, and other trading 
        data to the extent prescribed by the Commission. The 
        Commission shall evaluate the impact of public 
        disclosure on market liquidity in the relevant market, 
        and shall seek to avoid public disclosure of 
        information in a manner that would significantly reduce 
        market liquidity. The Commission shall not disclose 
        information related to the internal business decisions 
        of particular market participants.
          ``(9) Recordkeeping and reporting.--The swap 
        execution facility shall maintain records of all 
        activities related to the business of the facility, 
        including a complete audit trail, in a form and manner 
        acceptable to the Commission for a period of 5 years, 
        and report to the Commission all information determined 
        by the Commission to be necessary or appropriate for 
        the Commission to perform its responsibilities under 
        this Act in a form and manner acceptable to the 
        Commission. The Commission shall adopt data collection 
        and reporting requirements for swap execution 
        facilities that are comparable to corresponding 
        requirements for clearing agencies and security-based 
        swap repositories.
          ``(10) Conflicts of interest.--The swap execution 
        facility shall--
                  ``(A) establish and enforce rules to minimize 
                conflicts of interest in its decision-making 
                process; and
                  ``(B) establish a process for resolving the 
                conflicts of interest.
          ``(11) Financial resources.--The swap execution 
        facility shall have adequate financial, operational, 
        and managerial resources to discharge its 
        responsibilities. Such financial resources shall be 
        considered adequate if their value exceeds the total 
        amount that would enable the facility to cover its 
        operating costs for a period of one year, calculated on 
        a rolling basis.
          ``(12) System safeguards.--The swap execution 
        facility shall--
                  ``(A) establish and maintain a program of 
                risk analysis and oversight to identify and 
                minimize sources of operational risk, through 
                the development of appropriate controls and 
                procedures, and the development of automated 
                systems, that are reliable, secure, and have 
                adequate scalable capacity;
                  ``(B) establish and maintain emergency 
                procedures, backup facilities, and a plan for 
                disaster recovery that allow for the timely 
                recovery and resumption of operations and the 
                fulfillment of the swap execution facility's 
                responsibilities and obligation; and
                  ``(C) periodically conduct tests to verify 
                that backup resources are sufficient to ensure 
                continued order processing and trade matching, 
                price reporting, market surveillance, and 
                maintenance of a comprehensive and accurate 
                audit trail.
          ``(13) Designation of compliance officer.--
                  ``(A) In general.--Each swap execution 
                facility shall designate an individual to serve 
                as a compliance officer.
                  ``(B) Duties.--The compliance officer--
                          ``(i) shall report directly to the 
                        board or to the senior officer of the 
                        facility; and
                          ``(ii) shall--
                                  ``(I) review compliance with 
                                the core principles in section 
                                3B(e).
                                  ``(II) in consultation with 
                                the board of the facility, a 
                                body performing a function 
                                similar to that of a board, or 
                                the senior officer of the 
                                facility, resolve any conflicts 
                                of interest that may arise;
                                  ``(III) be responsible for 
                                administering the policies and 
                                procedures required to be 
                                established pursuant to this 
                                section; and
                                  ``(IV) ensure compliance with 
                                securities laws and the rules 
                                and regulations issued 
                                thereunder, including rules 
                                prescribed by the Commission 
                                pursuant to this section; and
                          ``(iii) shall establish procedures 
                        for remediation of non-compliance 
                        issues found during compliance office 
                        reviews, lookbacks, internal or 
                        external audit findings, self-reported 
                        errors, or through validated complaints 
                        and to establish the handling, 
                        management response, remediation, re-
                        testing, and closing of non-compliant 
                        issues.
                  ``(C) Annual reports required.--The 
                compliance officer shall annually prepare and 
                sign a report on the compliance of the facility 
                with the securities laws and its policies and 
                procedures, including its code of ethics and 
                conflict of interest policies, in accordance 
                with rules prescribed by the Commission. Such 
                compliance report shall accompany the financial 
                reports of the facility that are required to be 
                furnished to the Commission pursuant to this 
                section and shall include a certification that, 
                under penalty of law, the report is accurate 
                and complete.
  ``(e) Exemptions.--The Commission may exempt, conditionally 
or unconditionally, a swap execution facility from registration 
under this section if the Commission finds that such 
organization is subject to comparable, comprehensive 
supervision and regulation on a consolidated basis by the 
Commodity Futures Trading Commission, a Prudential Regulator or 
the appropriate governmental authorities in the organization's 
home country or if necessary or appropriate in the public 
interest and consistent with the purpose of this Act.
  ``(f) Rules.--Not later than 1 year after the date of the 
enactment of the Derivative Markets Transparency and 
Accountability Act of 2009, the Commission shall prescribe 
rules governing the regulation of swap execution facilities 
under this section.''.
  (e) Segregation of Assets Held as Collateral in Swap 
Transactions.--The Securities Exchange Act of 1934 (15 U.S.C. 
78a, et seq.) is further amended by adding after section 3C (as 
added by subsection (b) the following:

``SEC. 3D. SEGREGATION OF ASSETS HELD AS COLLATERAL IN SECURITY-BASED 
                    SWAP TRANSACTIONS.

  ``(a) Over-the-counter Swaps.--At the request of a 
counterparty to a security-based swap who provides funds or 
other property to a security-based swap dealer as initial 
margin or collateral to secure the obligations of the 
counterparty under a security-based swap between the 
counterparty and the security-based swap dealer that is not 
submitted for clearing to a derivatives clearing agency, the 
security-based swap dealer shall segregate the funds or other 
property for the benefit of the counterparty, and maintain the 
funds or other property in an account which is carried by a 
third-party custodian and designated as a segregated account 
for the counterparty, in accordance with such rules and 
regulations as the Commission or Prudential Regulator may 
prescribe. If a security-based swap counterparty is a security-
based swap dealer or major security-based swap participant who 
owns more than 20 percent of, or has more than 50 percent 
representation on the board of directors of a custodian, the 
custodian shall not be considered independent from the 
security-based swap counterparties for purposes of the 
preceding sentence. This subsection shall not be interpreted to 
preclude commercial arrangements regarding the investment of 
the segregated funds or other property and the related 
allocation of gains and losses resulting from any such 
investment.
  ``(b) Further Audit Reporting.--If a security-based swap 
dealer does not segregate funds pursuant to the request of a 
security-based swap counterparty in accordance with subsection 
(a), the security-based swap dealer shall report to its 
counterparty on a quarterly basis that its procedures relating 
to margin and collateral requirements are in compliance with 
the agreement of the counterparties.''.
  (f) Trading in Security-based Swaps.--Section 6 of the 
Securities Exchange Act of 1934 (15 U.S.C. 78f) is amended by 
adding at the end the following:
  ``(l) It shall be unlawful for any person to effect a 
transaction in a security-based swap with or for a person that 
is not an eligible contract participant unless such transaction 
is effected on a national securities exchange registered 
pursuant to subsection (b).''.
  (g) Additions of Security-based Swaps to Certain Enforcement 
Provisions.--Paragraphs (1) through (3) of section 9(b) of the 
Securities Exchange Act of 1934 (15 U.S.C. 78i(b)(1)-(3)) are 
amended to read as follows:
          ``(1) any transaction in connection with any security 
        whereby any party to such transaction acquires (A) any 
        put, call, straddle, or other option or privilege of 
        buying the security from or selling the security to 
        another without being bound to do so; (B) any security 
        futures product on the security; or (C) any security-
        based swap involving the security or the issuer of the 
        security; or
          ``(2) any transaction in connection with any security 
        with relation to which he has, directly or indirectly, 
        any interest in any (A) such put, call, straddle, 
        option, or privilege; (B) such security futures 
        product; or (C) such security-based swap; or
          ``(3) any transaction in any security for the account 
        of any person who he has reason to believe has, and who 
        actually has, directly or indirectly, any interest in 
        any (A) such put, call, straddle, option, or privilege; 
        (B) such security futures product with relation to such 
        security; or (C) any security-based swap involving such 
        security or the issuer of such security.''.
  (h) Rulemaking Authority to Prevent Fraud, Manipulation and 
Deceptive Conduct in Security-based Swaps.--Section 9 of the 
Securities Exchange Act of 1934 (15 U.S.C. 78i) is amended by 
adding at the end the following:
  ``(i) It shall be unlawful for any person, directly or 
indirectly, by the use of any means or instrumentality of 
interstate commerce or of the mails, or of any facility of any 
national securities exchange, to effect any transaction in, or 
to induce or attempt to induce the purchase or sale of, any 
security-based swap, in connection with which such person 
engages in any fraudulent, deceptive, or manipulative act or 
practice, makes any fictitious quotation, or engages in any 
transaction, practice, or course of business which operates as 
a fraud or deceit upon any person. The Commission shall, for 
the purposes of this paragraph, by rules and regulations 
define, and prescribe means reasonably designed to prevent, 
such transactions, acts, practices, and courses of business as 
are fraudulent, deceptive, or manipulative, and such quotations 
as are fictitious.''.
  (i) Position Limits and Position Accountability for Security-
based Swaps.--The Securities Exchange Act of 1934 is amended by 
inserting after section 10A (15 U.S.C. 78j-1) the following new 
section:

``SEC. 10B. POSITION LIMITS AND POSITION ACCOUNTABILITY FOR SECURITY-
                    BASED SWAPS AND LARGE TRADER REPORTING.

  ``(a) Position Limits.--As a means reasonably designed to 
prevent fraud and manipulation, the Commission may, by rule or 
regulation, as necessary or appropriate in the public interest 
or for the protection of investors, establish limits (including 
related hedge exemption provisions) on the size of positions in 
any security-based swap that may be held by any person. In 
establishing such limits, the Commission may require any person 
to aggregate positions in--
          ``(1) any security-based swap and any security or 
        loan or group or index of securities or loans on which 
        such security-based swap is based, which such security-
        based swap references, or to which such security-based 
        swap is related as described in section 3(a)(68), and 
        any other instrument relating to such security or loan 
        or group or index of securities or loans; or
          ``(2) any security-based swap and (A) any security or 
        group or index of securities, the price, yield, value, 
        or volatility of which, or of which any interest 
        therein, is the basis for a material term of such 
        security-based swap as described in section 3(a)(76) 
        and (B) any security-based swap and any other 
        instrument relating to the same security or group or 
        index of securities.
  ``(b) Exemptions.--The Commission, by rule, regulation, or 
order, may conditionally or unconditionally exempt any person 
or class of persons, any security-based swap or class of 
security-based swaps, or any transaction or class of 
transactions from any requirement it may establish under this 
section with respect to position limits.
  ``(c) SRO Rules.--
          ``(1) In general.--As a means reasonably designed to 
        prevent fraud or manipulation, the Commission, by rule, 
        regulation, or order, as necessary or appropriate in 
        the public interest, for the protection of investors, 
        or otherwise in furtherance of the purposes of this 
        title, may direct a self-regulatory organization--
                  ``(A) to adopt rules regarding the size of 
                positions in any security-based swap that may 
                be held by--
                          ``(i) any member of such self-
                        regulatory organization; or
                          ``(ii) any person for whom a member 
                        of such self-regulatory organization 
                        effects transactions in such security-
                        based swap; and
                  ``(B) to adopt rules reasonably designed to 
                ensure compliance with requirements prescribed 
                by the Commission under subsection (c)(1)(A).
          ``(2) Requirement to aggregate positions.--In 
        establishing such limits, the self-regulatory 
        organization may require such member or person to 
        aggregate positions in--
                  ``(A) any security-based swap and any 
                security or loan or group or index of 
                securities or loans on which such security-
                based swap is based, which such security-based 
                swap references, or to which such security-
                based swap is related as described in section 
                3(a)(68), and any other instrument relating to 
                such security or loan or group or index of 
                securities or loans; or
                  ``(B)(i) any security-based swap; and
                  ``(ii) any security-based swap and any other 
                instrument relating to the same security or 
                group or index of securities.
  ``(d) Large Trader Reporting.--The Commission, by rule or 
regulation, may require any person that effects transactions 
for such person's own account or the account of others in any 
securities-based swap or uncleared security-based swap 
agreement and any security or loan or group or index of 
securities or loans as set forth in paragraphs (1) and (2) of 
subsection (a) under this section to report such information as 
the Commission may prescribe regarding any position or 
positions in any security-based swap or uncleared security-
based swap agreement and any security or loan or group or index 
of securities or loans and any other instrument relating to 
such security or loan or group or index of securities or loans 
as set forth in paragraphs (1) and (2) of subsection (a) under 
this section.''.
  (j) Public Reporting and Repositories for Security-based 
Swaps.--Section 13 of the Securities Exchange Act of 1934 (15 
U.S.C. 78m) is amended by adding at the end the following:
  ``(m) Public Reporting of Aggregate Security-based Swap 
Data.--
          ``(1) In general.--The Commission, or a person 
        designated by the Commission pursuant to paragraph (2), 
        shall make available to the public, in a manner that 
        does not disclose the business transactions and market 
        positions of any person, aggregate data on security-
        based swap trading volumes and positions from the 
        sources set forth in paragraph (3).
          ``(2) Designee of the commission.--The Commission may 
        designate a clearing agency or a security-based swap 
        repository to carry out the public reporting described 
        in paragraph (1).
          ``(3) Sources of information.--The sources of the 
        information to be publicly reported as described in 
        paragraph (1) are--
                  ``(A) clearing agencies pursuant to section 
                3A;
                  ``(B) security-based swap repositories 
                pursuant to subsection (n); and
                  ``(C) reports received by the Commission 
                pursuant to section 13A.
  ``(n) Security-based Swap Repositories.--
          ``(1) Registration requirement.--
                  ``(A) In general.--It shall be unlawful for a 
                security-based swap repository, unless 
                registered with the Commission, directly or 
                indirectly to make use of the mails or any 
                means or instrumentality of interstate commerce 
                to perform the functions of a security-based 
                swap repository.
                  ``(B) Inspection and examination.--Registered 
                security-based swap repositories shall be 
                subject to inspection and examination by any 
                representatives of the Commission.
          ``(2) Standard setting.--
                  ``(A) Data identification.--The Commission 
                shall prescribe standards that specify the data 
                elements for each security-based swap that 
                shall be collected and maintained by each 
                security-based swap repository.
                  ``(B) Data collection and maintenance.--The 
                Commission shall prescribe data collection and 
                data maintenance standards for security-based 
                swap repositories.
                  ``(C) Comparability.--The standards 
                prescribed by the Commission under this 
                subsection shall be comparable to the data 
                standards imposed by the Commission on clearing 
                agencies that clear security-based swaps.
          ``(3) Duties.--A security-based swap repository 
        shall--
                  ``(A) accept data prescribed by the 
                Commission for each security-based swap under 
                this paragraph (2);
                  ``(B) maintain such data in such form and 
                manner and for such period as may be required 
                by the Commission;
                  ``(C) provide to the Commission, or its 
                designee, such information as is required by, 
                and in a form and at a frequency to be 
                determined by, the Commission, in order to 
                comply with the public reporting requirements 
                contained in subsection (m); and
                  ``(D) make available, on a confidential 
                basis, all data obtained by the security-based 
                swap repository, including individual 
                counterparty trade and position data, to the 
                Commission, the appropriate Federal banking 
                agencies, the Commodity Futures Trading 
                Commission, the Financial Services Oversight 
                Council, and the Department of Justice or to 
                other persons the Commission deems appropriate, 
                including foreign financial supervisors 
                (including foreign futures authorities), 
                foreign central banks, and foreign ministries.
          ``(4) Rules.--Not later than 1 year after the date of 
        the enactment of the Derivative Markets Transparency 
        and Accountability Act of 2009, the Commission shall 
        adopt rules governing persons that are registered under 
        this section, including rules that specify the data 
        elements that shall be collected and maintained.
          ``(5) Exemptions.--The Commission may exempt, 
        conditionally or unconditionally, a security-based swap 
        repository from the requirements of this section if the 
        Commission finds that such security-based swap 
        repository is subject to comparable, comprehensive 
        supervision or regulation on a consolidated basis by 
        the Commodity Futures Trading Commission, a Prudential 
        Regulator or the appropriate governmental authorities 
        in the organization's home country or if necessary or 
        appropriate in the public interest and consistent with 
        the purpose of this Act.''.

SEC. 3204. REGISTRATION AND REGULATION OF SWAP DEALERS AND MAJOR SWAP 
                    PARTICIPANTS.

  The Securities Exchange Act of 1934 (15 U.S.C. 78a, et seq.) 
is amended by inserting after section 15E (15 U.S.C. 78o-7) the 
following:

``SEC. 15F. REGISTRATION AND REGULATION OF SECURITY-BASED SWAP DEALERS 
                    AND MAJOR SECURITY-BASED SWAP PARTICIPANTS.

  ``(a) Registration.--
          ``(1) It shall be unlawful for any person to act as a 
        security-based swap dealer unless such person is 
        registered as a security-based swap dealer with the 
        Commission.
          ``(2) It shall be unlawful for any person to act as a 
        major security-based swap participant unless such 
        person is registered as a major security-based swap 
        participant with the Commission.
  ``(b) Requirements.--
          ``(1) In general.--A person shall register as a 
        security-based swap dealer or major security-based swap 
        participant by filing a registration application with 
        the Commission.
          ``(2) Contents.--The application shall be made in 
        such form and manner as prescribed by the Commission, 
        giving any information and facts as the Commission may 
        deem necessary concerning the business in which the 
        applicant is or will be engaged. Such person, when 
        registered as a security-based swap dealer or major 
        security-based swap participant, shall continue to 
        report and furnish to the Commission such information 
        pertaining to such person's business as the Commission 
        may require.
          ``(3) Expiration.--Each registration shall expire at 
        such time as the Commission may by rule or regulation 
        prescribe.
          ``(4) Rules.--Except as provided in subsections (c) 
        and (d), the Commission may prescribe rules applicable 
        to security-based swap dealers and major security-based 
        swap participants, including rules that limit the 
        activities of security-based swap dealers and major 
        security-based swap participants. Except as provided in 
        subsection (d)(1)(A), the Commission may provide 
        conditional or unconditional exemptions from some or 
        all of the rules or requirements prescribed under this 
        section for security-based swap dealers and major 
        security-based swap participants.
          ``(5) Transition.--Rules adopted under this section 
        shall provide for the registration of security-based 
        swap dealers and major security-based swap participants 
        no later than 1 year after the effective date of the 
        Derivative Markets Transparency and Accountability Act 
        of 2009.
  ``(c) Rules.--
          ``(1) In general.--Not later than 1 year after the 
        date of the enactment of the Derivative Markets 
        Transparency and Accountability Act of 2009, the 
        Commission shall adopt rules for persons that are 
        registered as security-based swap dealers or major 
        security-based swap participants under this Act.
          ``(2) Exception for prudential requirements.--The 
        Commission shall not prescribe rules imposing 
        prudential requirements on security-based swap dealers 
        or major security-based swap participants for which 
        there is a Prudential Regulator. This provision shall 
        not be construed as limiting the authority of the 
        Commission to prescribe appropriate business conduct, 
        reporting, and recordkeeping requirements to protect 
        investors.
  ``(d) Capital and Margin Requirements.--
          ``(1) In general.--
                  ``(A) Bank security-based swap dealers and 
                major security-based swap participants.--Each 
                registered security-based swap dealer and major 
                security-based swap participant for which there 
                is a Prudential Regulator shall meet such 
                minimum capital requirements and minimum 
                initial and variation margin requirements as 
                the Prudential Regulators shall by rule or 
                regulation jointly prescribe that--
                          ``(i) help ensure the safety and 
                        soundness of the security-based swap 
                        dealer or major security-based swap 
                        participant; and
                          ``(ii) are appropriate for the risk 
                        associated with the non-cleared swaps 
                        held as a swap dealer or major swap 
                        participant.
                  ``(B) Non-bank security-based swap dealers 
                and major security-based swap participants.--
                Each registered security-based swap dealer and 
                major security-based swap participant for which 
                there is not a Prudential Regulator shall meet 
                such minimum capital requirements and minimum 
                initial and variation margin requirements as 
                the Commission shall by rule or regulation 
                prescribe that--
                          ``(i) help ensure the safety and 
                        soundness of the security-based swap 
                        dealer or major security-based swap 
                        participant; and
                          ``(ii) are appropriate for the risk 
                        associated with the non-cleared swaps 
                        held as the swap dealer or major swap 
                        participant.
          ``(2) Rules.--
                  ``(A) Bank security-based swap dealers and 
                major security-based swap participants.--Not 
                later than 1 year after the date of the 
                enactment of the Derivative Markets 
                Transparency and Accountability Act of 2009, 
                the Prudential Regulators, in consultation with 
                the Commission, shall jointly adopt rules 
                imposing capital and margin requirements under 
                this subsection for security-based swap dealers 
                and major security-based swap participants, 
                with respect to their activities as a security-
                based swap dealer or major security-based swap 
                participant for which there is a Prudential 
                Regulator.
                  ``(B) Non-bank security-based swap dealers 
                and major security-based swap participants.--
                Not later than 1 year after the date of the 
                enactment of the Derivative Markets 
                Transparency and Accountability Act of 2009, 
                the Commission shall adopt rules imposing 
                capital and margin requirements under this 
                subsection for security-based swap dealers and 
                major security-based swap participants for 
                which there is no Prudential Regulator.
          ``(3) Authority.--Nothing in this section shall limit 
        the authority of the Commission to set capital 
        requirements for a broker or dealer registered in 
        accordance with section 15 of this Act.
  ``(e) Reporting and Recordkeeping.--
          ``(1) In general.--Each registered security-based 
        swap dealer and major security-based swap participant--
                  ``(A) shall make such reports as are 
                prescribed by the Commission by rule or 
                regulation regarding the transactions and 
                positions and financial condition of such 
                person;
                  ``(B) for which--
                          ``(i) there is a Prudential Regulator 
                        shall keep books and records of all 
                        activities related to its business as a 
                        security-based swap dealer or major 
                        security-based swap participant in such 
                        form and manner and for such period as 
                        may be prescribed by the Commission by 
                        rule or regulation;
                          ``(ii) there is no Prudential 
                        Regulator shall keep books and records 
                        in such form and manner and for such 
                        period as may be prescribed by the 
                        Commission by rule or regulation; and
                  ``(C) shall keep such books and records open 
                to inspection and examination by any 
                representative of the Commission.
          ``(2) Rules.--Not later than 1 year after the date of 
        enactment of the Derivative Markets Transparency and 
        Accountability Act of 2009, the Commission shall adopt 
        rules governing reporting and recordkeeping for 
        security-based swap dealers and major security-based 
        swap participants.
  ``(f) Daily Trading Records.--
          ``(1) In general.--Each registered security-based 
        swap dealer and major security-based swap participant 
        shall maintain daily trading records of its security-
        based swaps and all related records (including related 
        transactions) and recorded communications including but 
        not limited to electronic mail, instant messages, and 
        recordings of telephone calls, for such period as may 
        be prescribed by the Commission by rule or regulation.
          ``(2) Information requirements.--The daily trading 
        records shall include such information as the 
        Commission shall prescribe by rule or regulation.
          ``(3) Customer records.--Each registered security-
        based swap dealer or major security-based swap 
        participant shall maintain daily trading records for 
        each customer or counterparty in such manner and form 
        as to be identifiable with each security-based swap 
        transaction.
          ``(4) Audit trail.--Each registered security-based 
        swap dealer or major security-based swap participant 
        shall maintain a complete audit trail for conducting 
        comprehensive and accurate trade reconstructions.
          ``(5) Rules.--Not later than 1 year after the date of 
        the enactment of the Derivative Markets Transparency 
        and Accountability Act of 2009, the Commission shall 
        adopt rules governing daily trading records for 
        security-based swap dealers and major security-based 
        swap participants.
  ``(g) Business Conduct Standards.--
          ``(1) In general.--Each registered security-based 
        swap dealer and major security-based swap participant 
        shall conform with business conduct standards as may be 
        prescribed by the Commission by rule or regulation 
        addressing--
                  ``(A) fraud, manipulation, and other abusive 
                practices involving security-based swaps 
                (including security-based swaps that are 
                offered but not entered into);
                  ``(B) diligent supervision of its business as 
                a security-based swap dealer;
                  ``(C) adherence to all applicable position 
                limits; and
                  ``(D) such other matters as the Commission 
                shall determine to be necessary or appropriate.
          ``(2) Business conduct requirements.--Business 
        conduct requirements adopted by the Commission shall--
                  ``(A) establish the standard of care for a 
                security-based swap dealer or major security-
                based swap participant to verify that any 
                security-based swap counterparty meets the 
                eligibility standards for an eligible contract 
                participant;
                  ``(B) require disclosure by the security-
                based swap dealer or major security-based swap 
                participant to any counterparty to the 
                security-based swap (other than a security-
                based swap dealer or major security-based swap 
                participant) of:
                          ``(i) information about the material 
                        risks and characteristics of the 
                        security-based swap;
                          ``(ii) for cleared security-based 
                        swaps, upon the request of the 
                        counterparty, the daily mark from the 
                        appropriate clearing agency, and for 
                        non-cleared security-based swaps, upon 
                        request of the counterparty, the daily 
                        mark of the security-based swap dealer 
                        or major security-based swap 
                        participant; and
                          ``(iii) any other material incentives 
                        or conflicts of interest that the 
                        security-based swap dealer or major 
                        security-based swap participant may 
                        have in connection with the security-
                        based swap; and
                  ``(C) establish such other standards and 
                requirements as the Commission may determine 
                are necessary or appropriate in the public 
                interest, for the protection of investors, or 
                otherwise in furtherance of the purposes of 
                this title.
          ``(3) Rules.--The Commission shall prescribe rules 
        under this subsection governing business conduct 
        standards for security-based swap dealers and major 
        security-based swap participants not later than 1 year 
        after the date of enactment of the Derivative Markets 
        Transparency and Accountability Act of 2009.
  ``(h) Documentation Standards.--
          ``(1) In general.--Each registered security-based 
        swap dealer and major security-based swap participant 
        shall conform with standards, as may be prescribed by 
        the Commission by rule or regulation, addressing timely 
        and accurate confirmation, processing, netting, 
        documentation, and valuation of all security-based 
        swaps.
          ``(2) Rules.--Not later than 1 year after the date of 
        enactment of the Derivative Markets Transparency and 
        Accountability Act of 2009, the Commission and the 
        appropriate Federal banking agencies, shall adopt rules 
        governing the standards described in paragraph (1) for 
        security-based swap dealers and major security-based 
        swap participants.
  ``(i) Dealer Responsibilities.--Each registered security-
based swap dealer and major security-based swap participant at 
all times shall comply with the following requirements:
          ``(1) Monitoring of trading.--The security-based swap 
        dealer or major security-based swap participant shall 
        monitor its trading in security-based swaps to prevent 
        violations of applicable position limits.
          ``(2) Disclosure of general information.--The 
        security-based swap dealer or major security-based swap 
        participant shall disclose to the Commission or to the 
        Prudential Regulator for such security-based swap 
        dealer or major security-based swap participant, as 
        applicable, information concerning--
                  ``(A) terms and conditions of its security-
                based swaps;
                  ``(B) security-based swap trading operations, 
                mechanisms, and practices;
                  ``(C) financial integrity protections 
                relating to security-based swaps; and
                  ``(D) other information relevant to its 
                trading in security-based swaps.
          ``(3) Ability to obtain information.--The security-
        based swap dealer or major swap security-based 
        participant shall--
                  ``(A) establish and enforce internal systems 
                and procedures to obtain any necessary 
                information to perform any of the functions 
                described in this section; and
                  ``(B) provide the information to the 
                Commission or to the Prudential Regulator for 
                such security-based swap dealer or major 
                security-based swap participant, as applicable, 
                upon request.
          ``(4) Conflicts of interest.--The security-based swap 
        dealer and major security-based swap participant shall 
        implement conflict-of-interest systems and procedures 
        that--
                  ``(A) establish structural and institutional 
                safeguards to assure that the activities of any 
                person within the firm relating to research or 
                analysis of the price or market for any 
                security are separated by appropriate 
                informational partitions within the firm from 
                the review, pressure, or oversight of those 
                whose involvement in trading or clearing 
                activities might potentially bias their 
                judgment or supervision; and
                  ``(B) address such other issues as the 
                Commission determines appropriate.
  ``(j) Statutory Disqualification.--Except to the extent 
otherwise specifically provided by rule, regulation, or order 
of the Commission, it shall be unlawful for a security-based 
swap dealer or a major security-based swap participant to 
permit any person associated with a security-based swap dealer 
or a major security-based swap participant who is subject to a 
statutory disqualification to effect or be involved in 
effecting security-based swaps on behalf of such security-based 
swap dealer or major security-based swap participant, if such 
security-based swap dealer or major security-based swap 
participant knew, or in the exercise of reasonable care should 
have known, of such statutory disqualification.
  ``(k) Enforcement and Administrative Proceeding Authority.--
          ``(1) Primary enforcement authority.--
                  ``(A) SEC.--Except as provided in 
                subparagraph (B), the Commission shall have 
                exclusive authority to enforce the amendments 
                made by subtitle B of the Derivative Markets 
                Transparency and Accountability Act of 2009 
                with respect to any person.
                  ``(B) Prudential regulators.--The Prudential 
                Regulators shall have exclusive authority to 
                enforce the provisions of section 15F(d) and 
                other prudential requirements of this Act with 
                respect to banks, and branches or agencies of 
                foreign banks that are security-based swap 
                dealers or major security-based swap 
                participants.
                  ``(C) Referral.--
                          ``(i) Violations of nonprudential 
                        requirements.--If the Prudential 
                        Regulator for a security-based swap 
                        dealer or major security-based swap 
                        participant has cause to believe that 
                        such security-based swap dealer or 
                        major security-based swap participant 
                        may have engaged in conduct that 
                        constitutes a violation of the 
                        nonprudential requirements of section 
                        15F or rules adopted by the Commission 
                        thereunder, that Prudential Regulator 
                        may recommend in writing to the 
                        Commission that the Commission initiate 
                        an enforcement proceeding as authorized 
                        under this Act. The recommendation 
                        shall be accompanied by a written 
                        explanation of the concerns giving rise 
                        to the recommendation.
                          ``(ii) Violations of prudential 
                        requirements.--If the Commission has 
                        cause to believe that a securities-
                        based swap dealer or major securities-
                        based swap participant that has a 
                        Prudential Regulator may have engaged 
                        in conduct that constitute a violation 
                        of the prudential requirements of 
                        section 15F(e) or rules adopted 
                        thereunder, the Commission may 
                        recommend in writing to the Prudential 
                        Regulator that the Prudential Regulator 
                        initiate an enforcement proceeding as 
                        authorized under this Act. The 
                        recommendation shall be accompanied by 
                        a written explanation of the concerns 
                        giving rise to the recommendation.
          ``(2) Censure, denial, suspension; notice and 
        hearing.--The Commission, by order, shall censure, 
        place limitations on the activities, functions, or 
        operations of, or revoke the registration of any 
        security-based swap dealer or major security-based swap 
        participant that has registered with the Commission 
        pursuant to subsection (b) if it finds, on the record 
        after notice and opportunity for hearing, that such 
        censure, placing of limitations, or revocation is in 
        the public interest and that such security-based swap 
        dealer or major security-based swap participant, or any 
        person associated with such security-based swap dealer 
        or major security-based swap participant effecting or 
        involved in effecting transactions in security-based 
        swaps on behalf of such security-based swap dealer or 
        major security-based swap participant, whether prior or 
        subsequent to becoming so associated--
                  ``(A) has committed or omitted any act, or is 
                subject to an order or finding, enumerated in 
                subparagraph (A), (D), or (E) of paragraph (4) 
                of section 15(b);
                  ``(B) has been convicted of any offense 
                specified in subparagraph (B) of such paragraph 
                (4) within 10 years of the commencement of the 
                proceedings under this subsection;
                  ``(C) is enjoined from any action, conduct, 
                or practice specified in subparagraph (C) of 
                such paragraph (4);
                  ``(D) is subject to an order or a final order 
                specified in subparagraph (F) or (H), 
                respectively, of such paragraph (4); or
                  ``(E) has been found by a foreign financial 
                regulatory authority to have committed or 
                omitted any act, or violated any foreign 
                statute or regulation, enumerated in 
                subparagraph (G) of such paragraph (4).
          ``(3) Associated persons.--With respect to any person 
        who is associated, who is seeking to become associated, 
        or, at the time of the alleged misconduct, who was 
        associated or was seeking to become associated with a 
        security-based swap dealer or major security-based swap 
        participant for the purpose of effecting or being 
        involved in effecting security-based swaps on behalf of 
        such security-based swap dealer or major security-based 
        swap participant, the Commission, by order, shall 
        censure, place limitations on the activities or 
        functions of such person, or suspend for a period not 
        exceeding 12 months, or bar such person from being 
        associated with a security-based swap dealer or major 
        security-based swap participant, if the Commission 
        finds, on the record after notice and opportunity for a 
        hearing, that such censure, placing of limitations, 
        suspension, or bar is in the public interest and that 
        such person--
                  ``(A) has committed or omitted any act, or is 
                subject to an order or finding, enumerated in 
                subparagraph (A), (D), or (E) of paragraph (4) 
                of section 15(b);
                  ``(B) has been convicted of any offense 
                specified in subparagraph (B) of such paragraph 
                (4) within 10 years of the commencement of the 
                proceedings under this subsection;
                  ``(C) is enjoined from any action, conduct, 
                or practice specified in subparagraph (C) of 
                such paragraph (4);
                  ``(D) is subject to an order or a final order 
                specified in subparagraph (F) or (H), 
                respectively, of such paragraph (4); or
                  ``(E) has been found by a foreign financial 
                regulatory authority to have committed or 
                omitted any act, or violated any foreign 
                statute or regulation, enumerated in 
                subparagraph (G) of such paragraph (4).
          ``(4) Unlawful conduct.--It shall be unlawful--
                  ``(A) for any person as to whom an order 
                under paragraph (3) is in effect, without the 
                consent of the Commission, willfully to become, 
                or to be, associated with a security-based swap 
                dealer or major security-based swap participant 
                in contravention of such order; or
                  ``(B) for any security-based swap dealer or 
                major security-based swap participant to permit 
                such a person, without the consent of the 
                Commission, to become or remain a person 
                associated with the security-based swap dealer 
                or major security-based swap participant in 
                contravention of such order, if such security-
                based swap dealer or major security-based swap 
                participant knew, or in the exercise of 
                reasonable care should have known, of such 
                order.''.

SEC. 3205. REPORTING AND RECORDKEEPING.

  (a) The Securities Exchange Act of 1934 (15 U.S.C. 78a, et 
seq.) is amended by inserting after section 13 the following 
section:

``SEC. 13A. REPORTING AND RECORDKEEPING FOR CERTAIN SECURITY-BASED 
                    SWAPS.

  ``(a) In General.--Any person who enters into a security-
based swap and--
          ``(1) did not clear the security-based swap in 
        accordance with section 3A; and
          ``(2) did not have data regarding the security-based 
        swap accepted by a security-based swap repository in 
        accordance with rules adopted by the Commission under 
        section 13(n),
shall meet the requirements in subsection (b).
  ``(b) Reports.--Any person described in subsection (a) 
shall--
          ``(1) make such reports in such form and manner and 
        for such period as the Commission shall prescribe by 
        rule or regulation regarding the security-based swaps 
        held by the person; and
          ``(2) keep books and records pertaining to the 
        security-based swaps held by the person in such form 
        and manner and for such period as may be required by 
        the Commission, which books and records shall be open 
        to inspection by any representative of the Commission, 
        an appropriate Federal banking agency, the Commodity 
        Futures Trading Commission, the Financial Services 
        Oversight Council, and the Department of Justice.
  ``(c) Identical Data.--In adopting rules under this section, 
the Commission shall require persons described in subsection 
(a) to report the same or more comprehensive data than the 
Commission requires security-based swap repositories to collect 
under subsection (n).''.
  (b) Beneficial Ownership Reporting.--
          (1) Section 13(d)(1) of the Securities Exchange Act 
        of 1934 (15 U.S.C. 78m(d)(1)) is amended by inserting 
        ``or otherwise becomes or is deemed to become a 
        beneficial owner of any of the foregoing upon the 
        purchase or sale of a security-based swap or other 
        derivative instrument that the Commission may define by 
        rule, and'' after ``Alaska Native Claims Settlement 
        Act,''; and
          (2) Section 13(g)(1) of the Securities Exchange Act 
        of 1934 (15 U.S.C. 78m(g)(1)) is amended by inserting 
        ``or otherwise becomes or is deemed to become a 
        beneficial owner of any security of a class described 
        in subsection (d)(1) upon the purchase or sale of a 
        security-based swap or other derivative instrument that 
        the Commission may define by rule'' after ``subsection 
        (d)(1) of this section''.
  (c) Reports by Institutional Investment Managers.--Section 
13(f)(1) of the Securities Exchange Act of 1934 (15 U.S.C. 
78m(f)(1)) is amended by inserting ``or otherwise becomes or is 
deemed to become a beneficial owner of any security of a class 
described in subsection (d)(1) upon the purchase or sale of a 
security-based swap or other derivative instrument that the 
Commission may define by rule,'' after ``subsection (d)(1) of 
this section''.
  (d) Administrative Proceeding Authority.--Section 15(b)(4) of 
the Securities Exchange Act of 1934 (15 U.S.C. 78o(b)(4)) is 
amended--
          (1) in subparagraph (C), by adding ``security-based 
        swap dealer, major security-based swap participant,'' 
        after ``government securities dealer,''; and
          (2) in subparagraph (F), by adding ``, or security-
        based swap dealer, or a major security-based swap 
        participant'' after ``or dealer''.
  (e) Derivatives Beneficial Ownership.--Section 13 of the 
Securities Exchange Act of 1934 (15 U.S.C. 78m) is amended by 
adding at the end the following:
  ``(o) Beneficial Ownership.--For purposes of this section and 
section 16, a person shall be deemed to acquire beneficial 
ownership of an equity security based on the purchase or sale 
of a security-based swap or other derivative instrument only to 
the extent that the Commission, by rule, determines after 
consultation with the Prudential Regulators and the Secretary 
of the Treasury, that the purchase or sale of the security-
based swap or other derivative instrument, or class of 
security-based swaps or other derivative instruments, provides 
incidents of ownership comparable to direct ownership of the 
equity security, and that it is necessary to achieve the 
purposes of this section that the purchase or sale of the 
security-based swaps or instrument, or class of security-based 
swap or instruments, be deemed the acquisition of beneficial 
ownership of the equity security.''.

SEC. 3206. STATE GAMING AND BUCKET SHOP LAWS.

  Section 28(a) of the Securities Exchange Act of 1934 (15 
U.S.C. 78bb(a)) is amended to read as follows:
  ``(a) Except as provided in subsection (f), the rights and 
remedies provided by this title shall be in addition to any and 
all other rights and remedies that may exist at law or in 
equity; but no person permitted to maintain a suit for damages 
under the provisions of this title shall recover, through 
satisfaction of judgment in one or more actions, a total amount 
in excess of his actual damages on account of the act 
complained of. Except as otherwise specifically provided in 
this title, nothing in this title shall affect the jurisdiction 
of the securities commission (or any agency or officer 
performing like functions) of any State over any security or 
any person insofar as it does not conflict with the provisions 
of this title or the rules and regulations thereunder. No State 
law which prohibits or regulates the making or promoting of 
wagering or gaming contracts, or the operation of `bucket 
shops' or other similar or related activities, shall invalidate 
(1) any put, call, straddle, option, privilege, or other 
security subject to this title (except any security that has a 
pari-mutuel payout or otherwise is determined by the 
Commission, acting by rule, regulation, or order, to be 
appropriately subject to such laws), or apply to any activity 
which is incidental or related to the offer, purchase, sale, 
exercise, settlement, or closeout of any such security, (2) any 
security-based swap between eligible contract participants, or 
(3) any security-based swap effected on a national securities 
exchange registered pursuant to section 6(b). No provision of 
State law regarding the offer, sale, or distribution of 
securities shall apply to any transaction in a security-based 
swap or a security futures product, except that this sentence 
shall not be construed as limiting any State antifraud law of 
general applicability. A security-based swap may not be 
regulated as an insurance contract under State law.''.

SEC. 3207. AMENDMENTS TO THE SECURITIES ACT OF 1933; TREATMENT OF 
                    SECURITY-BASED SWAPS.

  (a) Definitions.--Section 2(a) of the Securities Act of 1933 
(15 U.S.C. 77b(a)) is amended--
          (1) in paragraph (1), by inserting ``security-based 
        swap,'' after ``security future,'';
          (2) in paragraph (3) by adding at the end the 
        following: ``Any offer or sale of a security-based swap 
        by or on behalf of the issuer of the securities upon 
        which such security-based swap is based or is 
        referenced, an affiliate of the issuer, or an 
        underwriter, shall constitute a contract for sale of, 
        sale of, offer for sale, or offer to sell such 
        securities.''; and
          (3) by adding at the end the following:
          ``(17) The terms `swap' and `security-based swap' 
        have the same meanings as provided in sections 1a(35) 
        of the Commodity Exchange Act (7 U.S.C. 1a(35)) and 
        section 3(a)(68) of the Securities Exchange Act of 
        1934.
          ``(18) The terms `purchase' or `sale' of a security-
        based swap shall be deemed to mean the execution, 
        termination (prior to its scheduled maturity date), 
        assignment, exchange, or similar transfer or conveyance 
        of, or extinguishing of rights or obligations under, a 
        security-based swap, as the context may require.''.
  (b) Exemption From Registration.--Section 3(a) of the 
Securities Act of 1933 is amended by adding at the end the 
following:
          ``(15) Any security-based swap, as defined in section 
        2(a)(17) that is not otherwise a security as defined in 
        section 2(a)(1) and that satisfies such conditions as 
        established by rule or regulation by the Commission 
        consistent with the provisions of the Derivative 
        Markets Transparency and Accountability Act of 2009. 
        The Commission shall promulgate rules implementing this 
        exemption.''.
  (c) Registration of Security-based Swaps.--Section 5 of the 
Securities Act of 1933 (15 U.S.C. 77e) is amended by adding at 
the end the following:
  ``(d) Notwithstanding the provisions of section 3 or section 
4, unless a registration statement meeting the requirements of 
subsection (a) of section 10 is in effect as to a security-
based swap, it shall be unlawful for any person, directly or 
indirectly, to make use of any means or instruments of 
transportation or communication in interstate commerce or of 
the mails to offer to sell, offer to buy or purchase or sell a 
security-based swap to any person who is not an eligible 
contract participant as defined in section 1a(12) of the 
Commodity Exchange Act (7 U.S.C. 1a(12)).''.

SEC. 3208. OTHER AUTHORITY.

  Unless otherwise provided by its terms, this subtitle does 
not divest any appropriate Federal banking agency, the 
Commission, the Commodity Futures Trading Commission, or other 
Federal or State agency, of any authority derived from any 
other applicable law.

SEC. 3209. JURISDICTION.

  (a) Section 36 of the Securities Exchange Act of 1934 (15 
U.S.C. 78mm) is amended by adding at the end the following new 
subsection:
  ``(c) Derivatives.--The Commission shall not grant exemptions 
from the security-based swap provisions of the Derivative 
Markets Transparency and Accountability Act of 2009, except as 
expressly authorized under the provisions of that Act.''.
  (b) Section 30 of the Securities Exchange Act of 1934 is 
amended by adding at the end the following:
  ``(c) No provision of this Act that was added by the 
Derivative Markets Transparency and Accountability Act of 2009 
or any rule or regulation thereunder shall apply to any person 
insofar as such person transacts a business in security-based 
swaps without the jurisdiction of the United States unless he 
transacts such business in contravention of such rules and 
regulations as the Commission may prescribe as necessary or 
appropriate to prevent the evasion of any provision of this Act 
that was added by the Derivative Markets Transparency and 
Accountability Act of 2009. This subsection shall not be 
construed to limit the jurisdiction of the Commission under any 
provision of this Act as in effect prior to enactment of the 
Derivative Markets Transparency and Accountability Act of 
2009.''.

SEC. 3210. EFFECTIVE DATE.

  (a) Unless otherwise provided, the provisions of this 
subtitle shall become effective the later of 270 days after the 
date of the enactment of this subtitle or, to the extent a 
provision of this subtitle requires rulemaking, no less than 60 
days after publication of a final rule or regulation 
implementing such provision of this subtitle.
  (b) Subsection (a) shall not preclude the Securities Exchange 
Commission from any rulemaking required to implement the 
provisions of this subtitle.

  Subtitle C--Improved Financial and Commodity Markets Oversight and 
                             Accountability


SEC. 3301. ELEVATION OF CERTAIN INSPECTORS GENERAL TO APPOINTMENT 
                    PURSUANT TO SECTION 3 OF THE INSPECTOR GENERAL ACT 
                    OF 1978.

  (a) Inclusion in Certain Definitions.--Section 12 of the 
Inspector General Act of 1978 (5 U.S.C. App.) is amended--
          (1) in paragraph (1), by striking ``or the Federal 
        Cochairpersons of the Commissions established under 
        section 15301 of title 40, United States Code;'' and 
        inserting ``the Federal Cochairpersons of the 
        Commissions established under section 15301 of title 
        40, United States Code; the Chairman of the Board of 
        Governors of the Federal Reserve System; the Chairman 
        of the Commodity Futures Trading Commission; the 
        Chairman of the National Credit Union Administration; 
        the Director of the Pension Benefit Guaranty 
        Corporation; the Chairman of the Securities and 
        Exchange Commission; or the Director of the Consumer 
        Financial Protection Agency;''; and
          (2) in paragraph (2), by striking ``or the 
        Commissions established under section 15301 of title 
        40, United States Code,'' and inserting ``the 
        Commissions established under section 15301 of title 
        40, United States Code, the Board of Governors of the 
        Federal Reserve System, the Commodity Futures Trading 
        Commission, the National Credit Union Administration, 
        the Pension Benefit Guaranty Corporation, the 
        Securities and Exchange Commission, or the Director of 
        the Consumer Financial Protection Agency,''.
  (b) Exclusion From Definition of Designated Federal Entity.--
Section 8G(a)(2) of the Inspector General Act of 1978 (5 U.S.C. 
App.) is amended--
          (1) by striking ``the Board of Governors of the 
        Federal Reserve System,'';
          (2) by striking ``the Commodity Futures Trading 
        Commission,'';
          (3) by striking ``the National Credit Union 
        Administration,''; and
          (4) by striking ``the Pension Benefit Guaranty 
        Corporation, the Securities and Exchange Commission,''.

SEC. 3302. CONTINUATION OF PROVISIONS RELATING TO PERSONNEL.

  (a) In General.--The Inspector General Act of 1978 (5 U.S.C. 
App.) is amended by inserting after section 8L the following:

``SEC. 8M. SPECIAL PROVISIONS CONCERNING CERTAIN ESTABLISHMENTS.

  ``(a) Definition.--For purposes of this section, the term 
`covered establishment' means the Board of Governors of the 
Federal Reserve System, the Commodity Futures Trading 
Commission, the National Credit Union Administration, the 
Pension Benefit Guaranty Corporation, and the Securities and 
Exchange Commission.
  ``(b) Provisions Relating to All Covered Establishments.--
          ``(1) Provisions relating to inspectors general.--In 
        the case of the Inspector General of a covered 
        establishment, subsections (b) and (c) of section 4 of 
        the Inspector General Reform Act of 2008 (Public Law 
        110-409) shall apply in the same manner as if such 
        covered establishment were a designated Federal entity 
        under section 8G. An Inspector General who is subject 
        to the preceding sentence shall not be subject to 
        section 3(e).
          ``(2) Provisions relating to other personnel.--
        Notwithstanding paragraphs (7) and (8) of section 6(a), 
        the Inspector General of a covered establishment may 
        select, appoint, and employ such officers and employees 
        as may be necessary for carrying out the functions, 
        powers, and duties of the Office of Inspector General 
        of such establishment and to obtain the temporary or 
        intermittent services of experts or consultants or an 
        organization of experts or consultants, subject to the 
        applicable laws and regulations that govern such 
        selections, appointments, and employment, and the 
        obtaining of such services, within such establishment.
  ``(c) Provision Relating to the Board of Governors of the 
Federal Reserve System.--The provisions of subsection (a) of 
section 8D (other than the provisions of subparagraphs (A), 
(B), (C), and (E) of paragraph (1) of such subsection (a)) 
shall apply to the Inspector General of the Board of Governors 
of the Federal Reserve System and the Chairman of the Board of 
Governors of the Federal Reserve System in the same manner as 
such provisions apply to the Inspector General of the 
Department of the Treasury and the Secretary of the Treasury, 
respectively.''.
  (b) Conforming Amendment.--Paragraph (3) of section 8G(g) of 
the Inspector General Act of 1978 (5 U.S.C. App.) is repealed.

SEC. 3303. CORRECTIVE RESPONSES BY HEADS OF CERTAIN ESTABLISHMENTS TO 
                    DEFICIENCIES IDENTIFIED BY INSPECTORS GENERAL.

  The Chairman of the Board of Governors of the Federal Reserve 
System, the Chairman of the Commodity Futures Trading 
Commission, the Chairman of the National Credit Union 
Administration, the Director of the Pension Benefit Guaranty 
Corporation, and the Chairman of the Securities and Exchange 
Commission shall each--
          (1) take action to address deficiencies identified by 
        a report or investigation of the Inspector General of 
        the establishment concerned; or
          (2) certify to both Houses of Congress that no action 
        is necessary or appropriate in connection with a 
        deficiency described in paragraph (1).

SEC. 3304. EFFECTIVE DATE; TRANSITION RULE.

  (a) Effective Date.--This subtitle and the amendments made by 
this subtitle shall take effect 30 days after the date of the 
enactment of this subtitle.
  (b) Transition Rule.--An individual serving as Inspector 
General of the Board of Governors of the Federal Reserve 
System, the Commodity Futures Trading Commission, the National 
Credit Union Administration, the Pension Benefit Guaranty 
Corporation, or the Securities and Exchange Commission on the 
effective date of this subtitle pursuant to an appointment made 
under section 8G of the Inspector General Act of 1978 (5 U.S.C. 
App.)--
          (1) may continue so serving until the President makes 
        an appointment under section 3(a) of such Act with 
        respect to the Board of Governors of the Federal 
        Reserve System, the Commodity Futures Trading 
        Commission, the National Credit Union Administration, 
        the Pension Benefit Guaranty Corporation, or the 
        Securities and Exchange Commission, as the case may be, 
        consistent with the amendments made by section 301; and
          (2) shall, while serving under paragraph (1), remain 
        subject to the provisions of section 8G of such Act 
        which, immediately before the effective date of this 
        subtitle, applied with respect to the Inspector General 
        of the Board of Governors of the Federal Reserve 
        System, the Commodity Futures Trading Commission, the 
        National Credit Union Administration, the Pension 
        Benefit Guaranty Corporation, or the Securities and 
        Exchange Commission, as the case may be, and suffer no 
        reduction in pay.
  Page 694, beginning on line 19, strike ``a designated Federal 
entity'' and insert ``an establishment''.
  In the table of contents, strike the items relating to title 
III, subtitles A, B, and C of title III, and sections 3001 
through 3304 and insert the following:

    TITLE III--DERIVATIVE MARKETS TRANSPARENCY AND ACCOUNTABILITY ACT

Sec. 3001. Short title.
Sec. 3002. Review of regulatory authority.
Sec. 3003. International harmonization.
Sec. 3004. Prohibition against government assistance.
Sec. 3005. Studies.
Sec. 3006. Recommendations for changes to insolvency laws.
Sec. 3007. Abusive swaps.
Sec. 3008. Authority to prohibit participation in swap activities.
Sec. 3009. Memorandum.

                 Subtitle A--Regulation of Swap Markets

Sec. 3101. Definitions.
Sec. 3102. Jurisdiction.
Sec. 3103. Clearing and execution transparency.
Sec. 3104. Public reporting of aggregate swap data.
Sec. 3105. Swap repositories.
Sec. 3106. Reporting and recordkeeping.
Sec. 3107. Registration and regulation of swap dealers and major swap 
          participants.
Sec. 3108. Conflicts of interest.
Sec. 3109. Swap execution facilities.
Sec. 3110. Derivatives transaction execution facilities and exempt 
          boards of trade.
Sec. 3111. Designated contract markets.
Sec. 3112. Margin.
Sec. 3113. Position limits.
Sec. 3114. Enhanced authority over registered entities.
Sec. 3115. Foreign boards of trade.
Sec. 3116. Legal certainty for swaps.
Sec. 3117. FDICIA amendments.
Sec. 3118. Enforcement authority.
Sec. 3119. Enforcement.
Sec. 3120. Retail commodity transactions.
Sec. 3121. Large swap trader reporting.
Sec. 3122. Segregation of assets held as collateral in swap 
          transactions.
Sec. 3123. Other authority.
Sec. 3124. Antitrust.
Sec. 3125. Review of prior actions.
Sec. 3126. Expedited process.
Sec. 3127. Effective date.

          Subtitle B--Regulation of Security-Based Swap Markets

Sec. 3201. Definitions under the Securities Exchange Act of 1934.
Sec. 3202. Repeal of prohibition on regulation of security-based swaps.
Sec. 3203. Amendments to the Securities Exchange Act of 1934.
Sec. 3204. Registration and regulation of swap dealers and major swap 
          participants.
Sec. 3205. Reporting and recordkeeping.
Sec. 3206. State gaming and bucket shop laws.
Sec. 3207. Amendments to the Securities Act of 1933; treatment of 
          security-based swaps.
Sec. 3208. Other authority.
Sec. 3209. Jurisdiction.
Sec. 3210. Effective date.

   Subtitle C--Improved Financial and Commodity Markets Oversight and 
                             Accountability

Sec. 3301. Elevation of certain Inspectors General to appointment 
          pursuant to section 3 of the Inspector General Act of 1978.
Sec. 3302. Continuation of provisions relating to personnel.
Sec. 3303. Corrective responses by heads of certain establishments to 
          deficiencies identified by Inspectors General.
Sec. 3304. Effective date; transition rule.
                    ____________________________________________________

  4. An Amendment To Be Offered by Representative Peterson, Collin of 
          Minnesota or His Designee, Debatable for 10 Minutes

  At the end of title III, insert the following new section:

SEC. ____. AUTHORITY OF THE COMMODITY FUTURES TRADING COMMISSION TO 
                    DEFINE ``COMMERCIAL RISK'', ``OPERATING RISK'', AND 
                    ``BALANCE SHEET RISK''.

  (a) In General.--Section 1a of the Commodity Exchange Act (7 
U.S.C. 1a), as amended by the preceding provisions of this Act, 
is amended by adding at the end the following:
          ``(51) Commercial risk; operating risk; balance sheet 
        risk.--The terms `commercial risk', `operating risk', 
        and `balance sheet risk' shall have such meanings as 
        the Commission may prescribe.''.
  (b) Effective Date.--The amendment made by subsection (a) 
shall take effect as if included in subtitle A.
                              ----------                              


   5. An Amendment To Be Offered by Representative Lynch, Stephen of 
        Massachusetts or His Designee, Debatable for 10 Minutes

  At the end of title III, insert the following new section:

SEC. ___. CONFLICTS OF INTEREST IN CLEARING ORGANIZATIONS.

  (a) Commodity Exchange Act.--
          (1) Definition of restricted owner.--Section 1a of 
        the Commodity Exchange Act (7 U.S.C. 1a) (as amended by 
        the preceding provisions of this Act) is further 
        amended by adding at the end the following:
          ``(51) Restricted owner.--The term `restricted owner' 
        means any swap dealer, security-based swap dealer, 
        major swap participant, or major security-based swap 
        participant, that is an identified financial holding 
        company as defined in Section 1000(b)(5) of the 
        Financial Stability Improvement Act of 2009, or a 
        person associated with a swap dealer or a major swap 
        participant that is an identified financial holding 
        company, or a person associated with a security-based 
        swap dealer or major security-based swap participant 
        that is an identified financial holding company.''.
          (2) Conflicts of interest.--
                  (A) Subparagraph (P) of section 5b(c)(2) of 
                the Commodity Exchange Act (as added by the 
                preceding provisions of this Act) is amended by 
                adding at the end of such subparagraph the 
                following: ``The rules of the derivatives 
                clearing organization that clears swaps shall 
                provide that a restricted owner shall not be 
                permitted directly or indirectly to acquire 
                beneficial ownership of interests in the 
                organization or in persons with a controlling 
                interest in the organization, to the extent 
                that such an acquisition would result in 
                restricted owners being entitled to vote, cause 
                the voting of, or cause the withholding of 
                votes of, more than 20 percent of the votes 
                entitled to be cast on any matter by the 
                holders of the ownership interests. The rules 
                of the derivatives clearing organization shall 
                provide that a majority of the directors of the 
                organization shall not be associated with a 
                restricted owner. This subparagraph shall not 
                be construed to require divestiture of any 
                interest of a restricted owner in an 
                established and operational derivatives 
                clearing organization acquired prior to January 
                1, 2010, provided that acquisitions by such 
                restricted owner after such date shall be 
                subject to this subparagraph. The Commission 
                may determine whether any acquisition by a 
                restricted owner during any interim period 
                prior to the date of the enactment of this Act 
                has been made for the purpose of avoiding the 
                effect of this subparagraph.''.
                  (B) Section 4s(g)(1) of the Commodity 
                Exchange Act (as added by the preceding 
                provisions of this Act) is amended--
                          (i) by striking ``and'' at the end of 
                        subparagraph (C); and
                          (ii) by redesignating subparagraph 
                        (D) as subparagraph (E) and insert 
                        after subparagraph (C) the following:
                  ``(D) the prevention of self-dealing, by 
                limiting the extent to which such a swap dealer 
                or major swap participant may conduct business 
                with a derivatives clearing organization, a 
                board of trade, or an alternative swap 
                execution facility that clears or trades swaps 
                and in which such a swap dealer or major swap 
                participant has a material debt or equity 
                investment; and''.
                  (C) Paragraph (12) of section 5h(d) of the 
                Commodity Exchange Act (as added by the 
                preceding provisions of this Act) is amended by 
                adding at the end the following new 
                subparagraph:
                  ``(C) The rules of the swap execution 
                facility shall provide that a restricted owner 
                shall not be permitted directly or indirectly 
                to acquire beneficial ownership of interests in 
                the facility or in persons with a controlling 
                interest in the facility, to the extent that 
                such an acquisition would result in restricted 
                owners being entitled to vote, cause the voting 
                of, or cause the withholding of votes of, more 
                than 20 percent of the votes entitled to be 
                cast on any matter by the holders of the 
                ownership interests. This subparagraph shall 
                not be construed to require divestiture of any 
                interest of a restricted owner in an 
                established and operational swap execution 
                facility acquired prior to January 1, 2010, 
                provided that acquisitions by such restricted 
                owner after such date shall be subject to this 
                subparagraph. The Commission may determine 
                whether any acquisition by a restricted owner 
                during any interim period prior to the date of 
                the enactment of this Act has been made for the 
                purpose of avoiding the effect of this 
                subparagraph.
                  ``(D) The rules of the swap execution 
                facility shall provide that a majority of the 
                directors of the facility shall not be 
                associated with a restricted owner.''.
                  (D) Section 5(d) of the Commodity Exchange 
                Act (as amended by the preceding provisions of 
                this Act) is further amended by striking 
                paragraph (15) and inserting the following:
          ``(15) Conflicts of interest.--
                  ``(A) The board of trade shall establish and 
                enforce rules to minimize conflicts of interest 
                in the decisionmaking process of the contract 
                market, and establish a process for resolving 
                any such conflicts of interest.
                  ``(B) The rules of a board of trade that 
                trades swaps shall provide that a restricted 
                owner shall not be permitted directly or 
                indirectly to acquire beneficial ownership of 
                interests in the board of trade or in persons 
                with a controlling interest in the board of 
                trade, to the extent that such an acquisition 
                would result in restricted owners being 
                entitled to vote, cause the voting of, or cause 
                the withholding of votes of, more than 20 
                percent of the votes entitled to be cast on any 
                matter by the holders of the ownership 
                interests. This paragraph shall not be 
                construed to require divestiture of any 
                interest of a restricted owner in an 
                established and operational board of trade 
                acquired prior to January 1, 2010, provided 
                that acquisitions by such restricted owner 
                after such date shall be subject to this 
                paragraph. The Commission may determine whether 
                any acquisition by a restricted owner during 
                any interim period prior to the date of the 
                enactment of this Act has been made for the 
                purpose of avoiding the effect of this 
                paragraph.
                  ``(C) The rules of a board of trade that 
                trades swaps shall provide that a majority of 
                the directors of the board of trade shall not 
                be associated with a restricted owner.''.
  (b) Securities Exchange Act of 1934.--
          (1) Definition of restricted owner.--Section 3(a) of 
        the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)) 
        (as amended by the preceding provisions of this Act) is 
        further amended by adding at the end the following:
          ``(78) Restricted owner.--The term `restricted owner' 
        has the same meaning as in section 1a(51) of the 
        Commodity Exchange Act.''.
          (2) Conflicts of interest.--
                  (A) Paragraph (10) of section 3C(d) of the 
                Securities Exchange Act of 1934 (as added by 
                the preceding provisions of this Act) is 
                amended by adding after subparagraph (B) the 
                following:
``The rules of the swap execution facility shall provide that a 
restricted owner shall not be permitted directly or indirectly 
to acquire beneficial ownership of interests in the facility or 
in persons with a controlling interest in the facility, to the 
extent that such an acquisition would result in restricted 
owners being entitled to vote, cause the voting of, or cause 
the withholding of votes of, more than 20 percent of the votes 
entitled to be cast on any matter by the holders of the 
ownership interests. The rules of the swap execution facility 
shall provide that a majority of the directors of the facility 
shall not be associated with a restricted owner. This paragraph 
shall not be construed to require divestiture of any interest 
of a restricted owner in an established and operational swap 
execution facility acquired prior to January 1, 2010, provided 
that acquisitions by such restricted owner after such date 
shall be subject to this paragraph. The Commission may 
determine whether any acquisition by a restricted owner during 
any interim period prior to the date of the enactment of this 
Act has been made for the purpose of avoiding the effect of 
this paragraph.''.
                  (B) Section 15F(g)(1) of the Securities 
                Exchange Act of 1934 (as added by the preceding 
                provisions of this Act) is amended--
                          (i) in subparagraph (C), strike 
                        ``and''; and
                          (ii) insert after subparagraph (C) 
                        the following (and redesignate the 
                        succeeding subparagraph accordingly):
                  ``(D) the prevention of self-dealing by 
                limiting the extent to which a security-based 
                swap dealer or major security-based swap 
                participant may conduct business with a 
                clearing agency, an exchange, or an alternative 
                swap execution facility that clears or trades 
                security-based swaps and in which such a dealer 
                or participant has a material debt or equity 
                investment; and''.
                  (C) Section 6(b) of the Securities Exchange 
                Act of 1934 (15 U.S.C. 78f(b)) is amended by 
                adding at the end the following new paragraphs:
          ``(10) The rules of the exchange minimize conflicts 
        of interest in its decision-making process and 
        establish a process for resolving such conflicts of 
        interest.
          ``(11) The rules of an exchange that trades security-
        based swaps provide that a majority of the directors of 
        the exchange shall not be associated with a restricted 
        owner.
          ``(12) The rules of an exchange that trades security-
        based swaps provide that a restricted owner shall not 
        be permitted directly or indirectly to acquire 
        beneficial ownership of interests in the exchange or in 
        persons with a controlling interest in the exchange, to 
        the extent that such an acquisition would result in 
        restricted owners being entitled to vote, cause the 
        voting of, or cause the withholding of votes of, more 
        than 20 percent of the votes entitled to be cast on any 
        matter by the holders of the ownership interests. This 
        paragraph shall not be construed to require divestiture 
        of any interest of a restricted owner in an established 
        and operational exchange acquired prior to January 1, 
        2010, provided that acquisitions by such restricted 
        owner after such date shall be subject to this 
        paragraph. The Commission may determine whether any 
        acquisition by a restricted owner during any interim 
        period prior to the date of the enactment of this Act 
        has been made for the purpose of avoiding the effect of 
        this paragraph.''.
                  (D) Section 17A(b)(3) of the Securities 
                Exchange Act of 1934 (15 U.S.C. 78f(b)) is 
                amended by adding at the end the following new 
                subparagraphs:
                  ``(J) The rules of a clearing agency that 
                clears security-based swaps shall provide that 
                a restricted owner shall not be permitted 
                directly or indirectly to acquire beneficial 
                ownership of interests in the agency or in 
                persons with a controlling interest in the 
                agency, to the extent that such an acquisition 
                would result in restricted owners being 
                entitled to vote, cause the voting of, or cause 
                the withholding of votes of, more than 20 
                percent of the votes entitled to be cast on any 
                matter by the holders of the ownership 
                interests. This subparagraph shall not be 
                construed to require divestiture of any 
                interest of a restricted owner in an 
                established and operational clearing agency 
                acquired prior to January 1, 2010, provided 
                that acquisitions by such restricted owner 
                after such date shall be subject to this 
                subparagraph. The Commission may determine 
                whether any acquisition by a restricted owner 
                during any interim period prior to the date of 
                the enactment of this Act has been made for the 
                purpose of avoiding the effect of this 
                subparagraph.
                  ``(K) The rules of the clearing agency shall 
                provide that a majority of the directors of the 
                agency shall not be associated with a 
                restricted owner.''.
                              ----------                              


 6. An Amendment To Be Offered by Representative Murphy, Scott of New 
             York or His Designee, Debatable for 10 Minutes

  At the end of title III, insert the following new section:

SEC. ____. DEFINITIONS OF MAJOR SWAP PARTICIPANT AND MAJOR SECURITY-
                    BASED SWAP PARTICIPANT.

  (a) Major Swap Participant.--Section 1a(39) of the Commodity 
Exchange Act (7 U.S.C. 1a), as added by the preceding 
provisions of this Act, is amended to read as follows:
          ``(39) Major swap participant.--
                  ``(A) In general.--The term `major swap 
                participant' means any person who is not a swap 
                dealer, and--
                          ``(i) maintains a substantial net 
                        position in outstanding swaps, 
                        excluding positions held primarily for 
                        hedging, reducing or otherwise 
                        mitigating its commercial risk; or
                          ``(ii) whose outstanding swaps create 
                        substantial net counterparty exposure 
                        that could have serious adverse effects 
                        on the financial stability of the 
                        United States banking system or 
                        financial markets.
                  ``(B) Definition of substantial net 
                position.--The Commission shall define by rule 
                or regulation the term `substantial net 
                position' at a threshold that the Commission 
                determines prudent for the effective 
                monitoring, management, and oversight of 
                entities which are systemically important or 
                can significantly impact the financial system. 
                In setting the definitions, the Commission 
                shall consider the person's relative position 
                in uncleared as opposed to cleared swaps.
                  ``(C) A person may be designated a major swap 
                participant for 1 or more individual types of 
                swaps without being classified as a major swap 
                participant for all classes of swaps.''.
  (b) Major Security-based Swap Participant.--Section 3(a)(67) 
of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)), as 
added by the preceding provisions of this Act, is amended to 
read as follows:
          ``(67) Major security-based swap participant.--
                  ``(A) In general.--The term `major security-
                based swap participant' means any person who is 
                not a security-based swap dealer, and--
                          ``(i) maintains a substantial net 
                        position in outstanding security-based 
                        swaps, excluding positions held 
                        primarily for hedging, reducing or 
                        otherwise mitigating its commercial 
                        risk; or
                          ``(ii) whose outstanding security-
                        based swaps create substantial net 
                        counterparty exposure that could have 
                        serious adverse effects on the 
                        financial stability of the United 
                        States banking system or financial 
                        markets.
                  ``(B) Definition of substantial net 
                position.--The Commission shall define by rule 
                or regulation the term `substantial net 
                position' at a threshold that the Commission 
                determines prudent for the effective 
                monitoring, management, and oversight of 
                entities which are systemically important or 
                can significantly impact the financial system. 
                In setting the definitions, the Commission 
                shall consider the person's relative position 
                in uncleared as opposed to cleared security-
                based swaps.
                  ``(C) A person may be designated a major 
                security-based swap participant for 1 or more 
                individual types of security-based swaps 
                without being classified as a major security-
                based swap participant for all classes of 
                security-based swaps.''.
  (c) Effective Dates.--
          (1) Major swap participant.--The amendment made by 
        subsection (a)(1) shall take effect as if included in 
        subtitle A.
          (2) Major security-based swap participant.--The 
        amendment made by subsection (a)(2) shall take effect 
        as if included in subtitle B.
                              ----------                              


   7. An Amendment To Be Offered by Representative Frank, Barney of 
        Massachusetts or His Designee, Debatable for 10 Minutes

  At the end of title III, add the following new section:

SEC. ____. AUTHORITY TO SET MARGIN OR COLLATERAL REQUIREMENT FOR SWAPS 
                    AND SECURITY-BASED SWAPS INVOLVING END USERS.

  (a) In General.--Subject to subsection (b):
          (1) Prudential regulators.--A Prudential Regulator 
        may impose a margin or collateral requirement with 
        respect to a swap or security-based swap a counterparty 
        to which is an end user which is a bank or bank holding 
        company subject to regulation by the Prudential 
        Regulator.
          (2) Commodity futures trading commission.--The 
        Commodity Futures Trading Commission may impose a 
        margin or collateral requirement with respect to a swap 
        a counterparty to which is an end user (other than an 
        end user described in paragraph (1)), and the other 
        counterparty to which is a swap dealer or major swap 
        participant for which there is no Prudential Regulator.
          (3) Securities and exchange commission.--The 
        Securities and Exchange Commission may impose a margin 
        or collateral requirement with respect to a security-
        based swap a counterparty to which is an end user 
        (other than an end user described in paragraph (1)), 
        and the other counterparty to which is a security-based 
        swap dealer or major security-based swap participant 
        for which there is no Prudential Regulator.
  (b) Requirements.--Any margin or collateral requirement 
imposed under subsection (a) with respect to a transaction 
shall be commensurate with the risk involved in the 
transaction, and allow for the use of non-cash collateral.
  (c) Limitation on Applicability.--This section shall not 
apply to a swap or security-based swap entered into before the 
end of the 90-day period that begins with the effective date of 
this section.
  (d) Definitions.--In this section:
          (1) End user.--The term ``end user'' means a person 
        who is not a swap dealer, security-based swap dealer, 
        major swap participant, or major security-based swap 
        participant.
          (2) Other terms.--The other terms shall have the 
        meanings given the terms in section 1a of the Commodity 
        Exchange Act.
  (e) Effective Date.--
          (1) Prudential regulators.--Subsection (a)(1) shall 
        take effect--
                  (A) with respect to swaps, as if included in 
                subtitle A; and
                  (B) with respect to security-based swaps, as 
                if included in subtitle B.
          (2) Commodity futures trading commission.--Subsection 
        (a)(2) shall take effect as if included in subtitle A.
          (3) Securities and exchange commission.--Subsection 
        (a)(3) shall take effect as if included in subtitle B.
                              ----------                              


    8. An Amendment To Be Offered by Representative Stupak, Bart of 
           Michigan or His Designee, Debatable for 10 Minutes

  At the end of title III, insert the following new section:

SEC. ____. ADDITIONAL RULES REGARDING EXECUTION AND CLEARING OF SWAPS 
                    AND SECURITY-BASED SWAPS.

  (a) Swaps.--Section 2(j)(7) of the Commodity Exchange Act (7 
U.S.C. 2), as added by the preceding provisions of this Act, is 
amended--
          (1) in subparagraph (A), by striking ``and where both 
        counterparties are either swap dealers or major swap 
        participants, such counterparties'' and inserting ``, 
        the parties''; and
          (2) by redesignating subparagraph (C) as subparagraph 
        (D) and inserting after subparagraph (B) the following:
                  ``(C) Certain swaps not required to be 
                cleared.--
                          ``(i) In general.--A swap that 
                        qualifies for the exception of 
                        paragraph (8)(A)(i) shall not be 
                        executed, except on or through a swap 
                        execution facility registered with the 
                        Commission.
                          ``(ii) Additional exceptions.--Clause 
                        (i) shall not apply to a swap if no 
                        swap execution facility makes the swap 
                        available to trade or execute.
                          ``(iii) Rule of interpretation.--This 
                        subparagraph shall not be interpreted 
                        to require any swap to be cleared.''.
  (b) Security-based Swaps.--Section 5A(a) of the Securities 
Exchange Act of 1934, as added by the preceding provisions of 
this Act, is amended--
          (1) in paragraph (1), by striking ``section 3B and 
        where both counterparties are either swap dealers or 
        major swap participants, such counterparties'' and 
        inserting ``section 3B(a)(1), the parties''; and
          (2) by redesignating paragraph (3) as paragraph (4) 
        and inserting after paragraph (2) the following:
          ``(3) Certain security-based swaps not required to be 
        cleared.--
                  ``(A) In general.--A security-based swap that 
                qualifies for the exception of section 
                3B(h)(1)(A) shall not be executed except on a 
                swap execution facility registered with the 
                Commission.
                  ``(B) Additional exceptions.--Subparagraph 
                (A) shall not apply to a security-based swap if 
                no swap execution facility makes the security-
                based swap available to trade or execute.
                  ``(C) Rule of interpretation.--This paragraph 
                shall not be interpreted to require any 
                security-based swap to be cleared.''.
  (c) Effective Date.--
          (1) Swaps.--The amendments made by subsection (a) 
        shall take effect as if included in subtitle A.
          (2) Security-based swaps.--The amendments made by 
        subsection (b) shall take effect as if included in 
        subtitle B.
                              ----------                              


    9. An Amendment To Be Offered by Representative Stupak, Bart of 
           Michigan or His Designee, Debatable for 10 Minutes

  At the end of title III, insert the following new sections:

SEC. ____. AUTHORITY TO BAN ABUSIVE SWAPS.

   The Commodity Futures Trading Commission and the Securities 
and Exchange Commission may jointly, by rule or order, prohibit 
transactions in any swap (as defined in section 1a(35) of the 
Commodity Exchange Act) or security-based swap (as defined in 
section 1a(38) of such Act) which the Commodity Futures Trading 
Commission and the Securities Exchange Commission find would be 
detrimental to the stability of a financial market or of 
participants in a financial market.

SEC. ____. ELIMINATION OF CONSIDERATION OF BALANCE SHEET RISK IN 
                    DETERMINING THE COMMERICAL RISK OF BONA FIDE 
                    HEDGING END USERS.

  (a) Section 1a(39)(A)(i) of the Commodity Exchange Act (7 
U.S.C. 1a), as added by the preceding provisions of this Act, 
is amended by striking ``and balance sheet''.
  (b) Section 2(j)(8)(A)(ii) of the Commodity Exchange Act (7 
U.S.C. 2), as added by the preceding provisions of this Act, is 
amended by striking ``or balance sheet''.
  (c) Section 3(a)(67)(A)(i) of the Securities Exchange Act of 
1934 (15 U.S.C. 78c(a)), as added by the preceding provisions 
of this Act, is amended by striking ``and balance sheet''.
  (d) Section 3B(h)(1)(B) of the Securities Exchange Act of 
1934, as added by the preceding provisions of this Act, is 
amended by striking ``and balance sheet''.
  (e)(1) The amendments made by subsections (a) and (b) shall 
take effect as if included in subtitle A.
  (2) The amendments made by subsections (c) and (d) shall take 
effect as if included in subtitle B.

SEC. ____. LEGAL CERTAINTY OF CERTAIN SWAP CONTRACTS.

  (a) In General.--Section 22(a) of the Commodity Exchange Act 
(7 U.S.C. 25(a)), as amended by the preceding provisions of 
this Act, is amended--
          (1) in paragraph (4)(A), by inserting ``, and entered 
        into before the effective date of this paragraph,'' 
        after ``investor'';
          (2) in paragraph (4)(B), by inserting ``, and entered 
        into before the effective date of this paragraph,'' 
        after ``between eligible contract participants''; and
          (3) in paragraph (5), by inserting ``, and entered 
        into before the effective date of this paragraph,'' 
        after ``United States''.
  (b) Effective Date.--The amendments made by this section 
shall take effect as if included in subtitle A.
                              ----------                              


   10. An Amendment To Be Offered by Representative Matsui, Doris of 
          California or Her Designee, Debatable for 10 Minutes

  Page 465, after line 2, insert the following new subtitle:

               Subtitle L--Making Home Affordable Program


SEC. 9911. PUBLIC AVAILABILITY OF INFORMATION.

  (a) Revisions to Program Guidelines.--The Secretary of the 
Treasury (in this section referred to as the ``Secretary'') 
shall revise the guidelines for the Home Affordable 
Modification Program of the Making Home Affordable initiative 
of the Secretary of the Treasury, authorized under the 
Emergency Economic Stabilization Act of 2008 (Public Law 110-
343), to provide that the data being collected by the Secretary 
from each mortgage servicer and lender participating in the 
Program is made public in accordance with subsection (b).
  (b) Public Availability.--Data shall be made available 
according to the following guidelines:
          (1) Not more than 14 days after each monthly deadline 
        for submission of data by mortgage servicers and 
        lenders participating in the Program, reports shall be 
        made publicly available by means of a World Wide Web 
        site of the Secretary, and by submitting a report to 
        the Congress, that shall include the following 
        information:
                  (A) The number of requests for mortgage 
                modifications under the Program that the 
                servicer or lender has received.
                  (B) The number of requests for mortgage 
                modifications under the Program that the 
                servicer or lender has processed.
                  (C) The number of requests for mortgage 
                modifications under the Program that the 
                servicer or lender has approved.
                  (D) The number of requests for mortgage 
                modifications under the Program that the 
                servicer or lender has denied.
          (2) Not more than 60 days after each monthly deadline 
        for submission of data by mortgage servicers and 
        lenders participating in the Program, the Secretary 
        shall make data tables available to the public at the 
        individual record level. The Secretary shall issue 
        regulations prescribing--
                  (A) the procedures for disclosing such data 
                to the public; and
                  (B) such deletions as the Secretary may 
                determine to be appropriate to protect any 
                privacy interest of any mortgage modification 
                applicant, including the deletion or alteration 
                of the applicant's name and identification 
                number.
                              ----------                              


   11. An Amendment To Be Offered by Representative Paulsen, Erik of 
          Minnesota or His Designee, Debatable for 10 Minutes

    Page 21, line 23, insert ``and shall not be excluded from 
any of the Council's proceedings, meetings, discussions and 
deliberations'' after ``advisory capacity'':
                              ----------                              


  12. An Amendment To Be Offered by Representative Kanjorski, Paul of 
         Pennsylvania or His Designee, Debatable for 10 Minutes

  Page 11, in the item relating to section 7606, strike 
``Exemption for nonaccelerated filers'' and insert ``Study on 
methods to reduce the burden of compliance on small 
companies''.
  Page 1221, line 19, strike ``EXEMPTION FOR NONACCELERATED 
FILERS'' and insert `` STUDY ON METHODS TO REDUCE THE BURDEN OF 
COMPLIANCE ON SMALL COMPANIES''.
  Page 1221, strike lines 20 through 25.
  Page 1222, strike lines 1 through 2.
  Page 1222, on line 3, strike ``(b) Study.--'' and adjust the 
indentation appropriately.
                              ----------                              


   13. An Amendment To Be Offered by Representative Marshall, Jim of 
           Georgia or His Designee, Debatable for 10 Minutes

    Page 893, after line 8, insert the following new section 
(and redesignate the subsequent sections and conform the table 
of contents in section 2 accordingly):

SEC. 4508. NO PRIVATE RIGHT OF ACTION.

    Nothing in this title shall be construed to create a 
private right of action, but this section shall not be 
construed or interpreted to deny any private right of action 
arising under the enumerated consumer laws or the authorities 
transferred under subtitle F or H.
                              ----------                              


  14. An Amendment To Be Offered by Representative McCarthy, Kevin of 
          California or His Designee, Debatable for 10 Minutes

    Strike section 6012 (relating to ``Effect of Rule 
436(G)'').
                              ----------                              


   15. An Amendment To Be Offered by Representative Cohen, Steve of 
          Tennessee or His Designee, Debatable for 10 Minutes

    Page 1126, line 6, strike ``subsections'' and insert 
``subsection''.
    Page 1126, strike lines 15 through 25.
                              ----------                              


   16. An Amendment To Be Offered by Representative Peters, Gary of 
           Michigan or His Designee, Debatable for 10 Minutes

    Page 402, after line 18, insert the following subparagraph:
                          (E) Additional Authorized 
                        Assessments.--The Corporation is 
                        authorized to conduct risk-based 
                        assessments on financial companies in 
                        such amount and manner and subject to 
                        terms and conditions that the 
                        Corporation determines, with the 
                        concurrence of the Secretary of the 
                        Treasury and the Federal Reserve Board, 
                        are necessary to pay any shortfall in 
                        the Troubled Asset Relief Program 
                        established by the Emergency Economic 
                        Stabilization Act of 2008 that would 
                        add to the deficit or national debt, as 
                        identified by the Director of the 
                        Office of Management and Budget, in 
                        consultation with the Director of the 
                        Congressional Budget Office pursuant to 
                        section 134 of such Act (12 U.S.C. 
                        Sec. 5239).
                              ----------                              


17. An Amendment To Be Offered by Representative Watt, Melvin of North 
           Carolina or His Designee, Debatable for 10 Minutes

  Page 772, strike line 12 and all that follows through page 
773, line 22, and insert the following:
          (1) In general.--The Director and the Agency may not 
        exercise any rulemaking, supervisory, enforcement, or 
        any other authority, including authority to order 
        assessments, over a motor vehicle dealer that is 
        primarily engaged in the sale and servicing of motor 
        vehicles, the leasing and servicing of motor vehicles, 
        or both.
          (2) Certain activities excepted.--Paragraph (1) shall 
        not apply to--
                  (A) any motor vehicle dealer to the extent 
                that such motor vehicle dealer engages in any 
                financial activity other than extending credit 
                or leasing exclusively for the purpose of 
                enabling a consumer to purchase, lease, rent, 
                repair, refurbish, maintain, or service a motor 
                vehicle from that motor vehicle dealer; or
                  (B) any credit transaction involving a person 
                who operates a line of business that involves 
                the extension of retail credit or retail leases 
                involving motor vehicles, and in which--
                          (i) the extension of retail credit or 
                        retail leases is provided directly to 
                        consumers; and
                          (ii) the contracts governing such 
                        extensions of retail credit or retail 
                        leases are not assigned to a third 
                        party finance or leasing source, except 
                        on a de minimis basis.
                              ----------                              


   18. An Amendment To Be Offered by Representative Frank, Barney of 
        Massachusetts or His Designee, Debatable for 10 Minutes

    Strike section 6005 and redesignate the subsequent sections 
in subtitle B of title V and conform the table of contents in 
section 2 accordingly.
                              ----------                              


 19. An Amendment To Be Offered by Representative Conyers Jr., John of 
           Michigan or His Designee, Debatable for 10 Minutes

  At the end of the bill, insert the following (and make such 
technical and conforming changes as may be appropriate):

             TITLE VII--PREVENTION OF MORTGAGE FORECLOSURES


           Subtitle A--Modification of Residential Mortgages


SEC. 9001. DEFINITION.

  Section 101 of title 11, United States Code, is amended by 
inserting after paragraph (43) the following (and make such 
technical and conforming changes as may be appropriate):
          ``(43A) The term `qualified loan modification' means 
        a loan modification agreement made in accordance with 
        the guidelines of the Obama Administration's Homeowner 
        Affordability and Stability Plan as implemented March 
        4, 2009, that--
                  ``(A) reduces the debtor's payment (including 
                principal and interest, and payments for real 
                estate taxes, hazard insurance, mortgage 
                insurance premium, homeowners' association 
                dues, ground rent, and special assessments) on 
                a loan secured by a senior security interest in 
                the principal residence of the debtor, to a 
                percentage of the debtor's income in accordance 
                with such guidelines, without any period of 
                negative amortization or under which the 
                aggregate amount of the regular periodic 
                payments would not fully amortize the 
                outstanding principal amount of such loan;
                  ``(B) requires no fees or charges to be paid 
                by the debtor in order to obtain such 
                modification; and
                  ``(C) permits the debtor to continue to make 
                payments under the modification agreement 
                notwithstanding the filing of a case under this 
                title, as if such case had not been filed.''.

SEC. 9002. ELIGIBILITY FOR RELIEF.

  Section 109 of title 11, United States Code, is amended--
          (1) by adding at the end of subsection (e) the 
        following: ``For purposes of this subsection, the 
        computation of debts shall not include the secured or 
        unsecured portions of--
          ``(1) debts secured by the debtor's principal 
        residence if the value of such residence as of the date 
        of the order for relief under chapter 13 is less than 
        the applicable maximum amount of noncontingent, 
        liquidated, secured debts specified in this subsection; 
        or
          ``(2) debts secured or formerly secured by what was 
        the debtor's principal residence that was sold in 
        foreclosure or that the debtor surrendered to the 
        creditor if the value of such real property as of the 
        date of the order for relief under chapter 13 was less 
        than the applicable maximum amount of noncontingent, 
        liquidated, secured debts specified in this 
        subsection.'', and
          (2) by adding at the end of subsection (h) the 
        following:
          ``(5) Notwithstanding the 180-day period specified in 
        paragraph (1), with respect to a debtor in a case under 
        chapter 13 who submits to the court a certification 
        that the debtor has received notice that the holder of 
        a claim secured by the debtor's principal residence may 
        commence a foreclosure on the debtor's principal 
        residence, the requirements of paragraph (1) shall be 
        considered to be satisfied if the debtor satisfies such 
        requirements not later than the expiration of the 30-
        day period beginning on the date of the filing of the 
        petition.''.

SEC. 9003. PROHIBITING CLAIMS ARISING FROM VIOLATIONS OF THE TRUTH IN 
                    LENDING ACT.

  Section 502(b) of title 11, United States Code, is amended--
          (1) in paragraph (8) by striking ``or'' at the end,
          (2) in paragraph (9) by striking the period at the 
        end and inserting ``; or'', and
          (3) by adding at the end the following:
          ``(10) the claim for a loan secured by a security 
        interest in the debtor's principal residence is subject 
        to a remedy for rescission under the Truth in Lending 
        Act notwithstanding the prior entry of a foreclosure 
        judgment, except that nothing in this paragraph shall 
        be construed to modify, impair, or supersede any other 
        right of the debtor.''.

SEC. 9004. AUTHORITY TO MODIFY CERTAIN MORTGAGES.

  Section 1322 of title 11, United States Code, is amended--
          (1) in subsection (b)--
                  (A) by redesignating paragraph (11) as 
                paragraph (12),
                  (B) in paragraph (10) by striking ``and'' at 
                the end, and
                  (C) by inserting after paragraph (10) the 
                following:
          ``(11) notwithstanding paragraph (2), with respect to 
        a claim for a loan originated before the effective date 
        of this paragraph and secured by a security interest in 
        the debtor's principal residence that is the subject of 
        a notice that a foreclosure may be commenced with 
        respect to such loan, modify the rights of the holder 
        of such claim (and the rights of the holder of any 
        claim secured by a subordinate security interest in 
        such residence)--
                  ``(A) by providing for payment of the amount 
                of the allowed secured claim as determined 
                under section 506(a)(1);
                  ``(B) if any applicable rate of interest is 
                adjustable under the terms of such loan by 
                prohibiting, reducing, or delaying adjustments 
                to such rate of interest applicable on and 
                after the date of filing of the plan;
                  ``(C) by modifying the terms and conditions 
                of such loan--
                          ``(i) to extend the repayment period 
                        for a period that is no longer than the 
                        longer of 40 years (reduced by the 
                        period for which such loan has been 
                        outstanding) or the remaining term of 
                        such loan, beginning on the date of the 
                        order for relief under this chapter; 
                        and
                          ``(ii) to provide for the payment of 
                        interest accruing after the date of the 
                        order for relief under this chapter at 
                        a fixed annual rate equal to the 
                        currently applicable average prime 
                        offer rate as of the date of the order 
                        for relief under this chapter, 
                        corresponding to the repayment term 
                        determined under the preceding 
                        paragraph, as published by the Federal 
                        Financial Institutions Examination 
                        Council in its table entitled `Average 
                        Prime Offer Rates--Fixed', plus a 
                        reasonable premium for risk; and
                  ``(D) by providing for payments of such 
                modified loan directly to the holder of the 
                claim or, at the discretion of the court, 
                through the trustee during the term of the 
                plan; and'', and
          (2) by adding at the end the following:
  ``(g) A claim may be reduced under subsection (b)(11)(A) only 
on the condition that if the debtor sells the principal 
residence securing such claim, before completing all payments 
under the plan (or, if applicable, before receiving a discharge 
under section 1328(b)) and receives net proceeds from the sale 
of such residence, then the debtor agrees to pay to such holder 
not later than 15 days after receiving such proceeds--
          ``(1) if such residence is sold in the 1st year 
        occurring after the effective date of the plan, 90 
        percent of the amount of the difference between the 
        sales price and the amount of such claim as originally 
        determined under subsection (b)(11) (plus costs of sale 
        and improvements), but not to exceed the unpaid amount 
        of the allowed secured claim determined as if such 
        claim had not been reduced under such subsection;
          ``(2) if such residence is sold in the 2d year 
        occurring after the effective date of the plan, 70 
        percent of the amount of the difference between the 
        sales price and the amount of such claim as originally 
        determined under subsection (b)(11) (plus costs of sale 
        and improvements), but not to exceed the unpaid amount 
        of the allowed secured claim determined as if such 
        claim had not been reduced under such subsection;
          ``(3) if such residence is sold in the 3d year 
        occurring after the effective date of the plan, 50 
        percent of the amount of the difference between the 
        sales price and the amount of such claim as originally 
        determined under subsection (b)(11) (plus costs of sale 
        and improvements), but not to exceed the unpaid amount 
        of the allowed secured claim determined as if such 
        claim had not been reduced under such subsection;
          ``(4) if such residence is sold in the 4th year 
        occurring after the effective date of the plan, 30 
        percent of the amount of the difference between the 
        sales price and the amount of such claim as originally 
        determined under subsection (b)(11) (plus costs of sale 
        and improvements), but not to exceed the unpaid amount 
        of the allowed secured claim determined as if such 
        claim had not been reduced under such subsection; and
          ``(5) if such residence is sold in the 5th year 
        occurring after the effective date of the plan, 10 
        percent of the amount of the difference between the 
        sales price and the amount of such claim as originally 
        determined under subsection (b)(11) (plus costs of sale 
        and improvements), but not to exceed the unpaid amount 
        of the allowed secured claim determined as if such 
        claim had not been reduced under such subsection.
  ``(h) With respect to a claim of the kind described in 
subsection (b)(11), the plan may not contain a modification 
under the authority of subsection (b)(11)--
          ``(1) in a case commenced under this chapter after 
        the expiration of the 30-day period beginning on the 
        effective date of this subsection, unless--
                  ``(A) the debtor certifies that the debtor--
                          ``(i) not less than 30 days before 
                        the commencement of the case, contacted 
                        the holder of such claim (or the entity 
                        collecting payments on behalf of such 
                        holder) regarding modification of the 
                        loan that is the subject of such claim;
                          ``(ii) provided the holder of the 
                        claim (or the entity collecting 
                        payments on behalf of such holder) a 
                        written statement of the debtor's 
                        current income, expenses, and debt 
                        substantially conforming with the 
                        schedules required under section 521(a) 
                        or such other form as is promulgated by 
                        the Judicial Conference of the United 
                        States for such purpose; and
                          ``(iii) considered any qualified loan 
                        modification offered to the debtor by 
                        the holder of the claim (or the entity 
                        collecting payments on behalf of such 
                        holder); or
                  ``(B) a foreclosure sale is scheduled to 
                occur on a date in the 30-day period beginning 
                on the date the case is commenced;
          ``(2) in any other case pending under this chapter, 
        unless the debtor certifies that the debtor attempted 
        to contact the holder of such claim (or the entity 
        collecting payments on behalf of such holder) regarding 
        modification of the loan that is the subject of such 
        claim, before--
                  ``(A) filing a plan under section 1321 that 
                contains a modification under the authority of 
                subsection (b)(11); or
                  ``(B) modifying a plan under section 1323 or 
                1329 to contain a modification under the 
                authority of subsection (b)(11).
  ``(i) In determining the holder's allowed secured claim under 
section 506(a)(1) for purposes of subsection (b)(11)(A), the 
value of the debtor's principal residence shall be the fair 
market value of such residence on the date such value is 
determined and, if the issue of value is contested, the court 
shall determine such value in accordance with the appraisal 
rules used by the Federal Housing Administration.''.

SEC. 9005. COMBATING EXCESSIVE FEES.

  Section 1322(c) of title 11, United States Code, is amended--
          (1) in paragraph (1) by striking ``and'' at the end,
          (2) in paragraph (2) by striking the period at the 
        end and inserting a semicolon, and
          (3) by adding at the end the following:
          ``(3) the debtor, the debtor's property, and property 
        of the estate are not liable for a fee, cost, or charge 
        that is incurred while the case is pending and arises 
        from a debt that is secured by the debtor's principal 
        residence except to the extent that--
                  ``(A) the holder of the claim for such debt 
                files with the court and serves on the trustee, 
                the debtor, and the debtor's attorney (annually 
                or, in order to permit filing consistent with 
                clause (ii), at such more frequent periodicity 
                as the court determines necessary) notice of 
                such fee, cost, or charge before the earlier 
                of--
                          ``(i) 1 year after such fee, cost, or 
                        charge is incurred; or
                          ``(ii) 60 days before the closing of 
                        the case; and
                  ``(B) such fee, cost, or charge--
                          ``(i) is lawful under applicable 
                        nonbankruptcy law, reasonable, and 
                        provided for in the applicable security 
                        agreement; and
                          ``(ii) is secured by property the 
                        value of which is greater than the 
                        amount of such claim, including such 
                        fee, cost, or charge;
          ``(4) the failure of a party to give notice described 
        in paragraph (3) shall be deemed a waiver of any claim 
        for fees, costs, or charges described in paragraph (3) 
        for all purposes, and any attempt to collect such fees, 
        costs, or charges shall constitute a violation of 
        section 524(a)(2) or, if the violation occurs before 
        the date of discharge, of section 362(a); and
          ``(5) a plan may provide for the waiver of any 
        prepayment penalty on a claim secured by the debtor's 
        principal residence.''.

SEC. 9006. CONFIRMATION OF PLAN.

  (a) Section 1325(a) of title 11, United States Code, is 
amended--
          (1) in the matter preceding paragraph (1) strike 
        ``subsection (b)'' and insert ``subsections (b) and 
        (d)''.
          (2) in paragraph (5)--
                  (A) by inserting ``except as otherwise 
                provided in section 1322(b)(11),'' after 
                ``(5)'', and
                  (B) in subparagraph (B)(iii)(I) by inserting 
                ``(including payments of a claim modified under 
                section 1322(b)(11))'' after ``payments'' the 
                1st place it appears,
          (3) in paragraph (8) by striking ``and'' at the end,
          (4) in paragraph (9) by striking the period at the 
        end and inserting a semicolon, and
          (5) by inserting after paragraph (9) the following:
          ``(10) notwithstanding subclause (I) of paragraph 
        (5)(B)(i), whenever the plan modifies a claim in 
        accordance with section 1322(b)(11), the holder of a 
        claim whose rights are modified pursuant to section 
        1322(b)(11) shall retain the lien until the later of--
                  ``(A) the payment of such holder's allowed 
                secured claim; or
                  ``(B) completion of all payments under the 
                plan (or, if applicable, receipt of a discharge 
                under section 1328(b)); and
          ``(11) whenever the plan modifies a claim in 
        accordance with section 1322(b)(11), the court finds 
        that such modification is in good faith (Lack of good 
        faith exists if the debtor has no need for relief under 
        this paragraph because the debtor can pay all of his or 
        her debts and any future payment increases on such 
        debts without difficulty for the foreseeable future, 
        including the positive amortization of mortgage debt. 
        In determining whether a reduction of the principal 
        amount of the loan resulting from a modification made 
        under the authority of section 1322(b)(11) is made in 
        good faith, the court shall consider whether the holder 
        of such claim (or the entity collecting payments on 
        behalf of such holder) has offered to the debtor a 
        qualified loan modification that would enable the 
        debtor to pay such debts and such loan without reducing 
        such principal amount.) and does not find that the 
        debtor has been convicted of obtaining by actual fraud 
        the extension, renewal, or refinancing of credit that 
        gives rise to a modified claim.''.
  (b) Section 1325 of title 11, United States Code, is amended 
by adding at the end the following (and make such technical and 
conforming changes as may be appropriate):
  ``(d) Notwithstanding section 1322(b)(11)(C)(ii), the court, 
on request of the debtor or the holder of a claim secured by a 
senior security interest in the debtor's principal residence, 
may confirm a plan proposing a reduction in the interest rate 
on the loan secured by such security interest and that does not 
reduce the principal, provided the total monthly mortgage 
payment is reduced to a percentage of the debtor's income in 
accordance with the guidelines of the Obama Administration's 
Homeowner Affordability and Stability Plan as implemented March 
4, 2009, if, taking into account the debtor's financial 
situation, after allowance of expenses that would be permitted 
for a debtor under this chapter subject to paragraph (3) of 
subsection (b), regardless of whether the debtor is otherwise 
subject to such paragraph, and taking into account additional 
debts and fees that are to be paid in this chapter and 
thereafter, the debtor would be able to prevent foreclosure and 
pay a fully amortizing 30-year loan at such reduced interest 
rate without such reduction in principal.''.

SEC. 9007. DISCHARGE.

  Section 1328(a) of title 11, United States Code, is amended--
          (1) by inserting ``(other than payments to holders of 
        claims whose rights are modified under section 
        1322(b)(11))'' after ``paid'', and
          (2) in paragraph (1) by inserting ``or, to the extent 
        of the unpaid portion of an allowed secured claim, 
        provided for in section 1322(b)(11)'' after 
        ``1322(b)(5)''.

SEC. 9008. STANDING TRUSTEE FEES.

  (a) Amendment to Title 28.--Section 586(e)(1)(B)(i) of title 
28, United States Code, is amended--
          (1) by inserting ``(I) except as provided in 
        subparagraph (II)'' after ``(i)'',
          (2) by striking ``or'' at the end and inserting 
        ``and'', and
          (3) by adding at the end the following:
                          ``(II) 4 percent with respect to 
                        payments received under section 
                        1322(b)(11) of title 11 by the 
                        individual as a result of the operation 
                        of section 1322(b)(11)(D) of title 11, 
                        unless the bankruptcy court waives all 
                        fees with respect to such payments 
                        based on a determination that such 
                        individual has income less than 150 
                        percent of the official poverty line 
                        (as defined by the Office of Management 
                        and Budget, and revised annually in 
                        accordance with section 673(2) of the 
                        Omnibus Budget Reconciliation Act of 
                        1981) applicable to a family of the 
                        size involved and payment of such fees 
                        would render the debtor's plan 
                        infeasible.''.
  (b) Conforming Provision.--The amendments made by this 
section shall apply to any trustee to whom the provisions of 
section 302(d)(3) of the Bankruptcy Judges, United States 
Trustees, and Family Farmer Bankruptcy Act of 1986 (Public Law 
99-554; 100 Stat. 3121) apply.

SEC. 9009. EFFECTIVE DATE; APPLICATION OF AMENDMENTS.

  (a) Effective Date.--Except as provided in subsection (b), 
this subtitle and the amendments made by this subtitle shall 
take effect on the date of the enactment of this Act.
  (b) Application of Amendments.--
          (1) In general.--Except as provided in paragraph (2), 
        the amendments made by this subtitle shall apply with 
        respect to cases commenced under title 11 of the United 
        States Code before, on, or after the date of the 
        enactment of this Act.
          (2) Limitation.--Paragraph (1) shall not apply with 
        respect to cases closed under title 11 of the United 
        States Code as of the date of the enactment of this Act 
        that are neither pending on appeal in, nor appealable 
        to, any court of the United States.

SEC. 9010. GAO STUDY.

  The Comptroller General shall carry out a study, and submit 
to the Committee on the Judiciary of the House of 
Representatives and the Committee on the Judiciary of the 
Senate, not later than 2 years after the date of the enactment 
of this Act a report containing--
          (1) the results of such study of--
                  (A) the number of debtors who filed, during 
                the 1-year period beginning on the date of the 
                enactment of this Act, cases under chapter 13 
                of title 11 of the United States Code for the 
                purpose of restructuring their principal 
                residence mortgages,
                  (B) the number of mortgages restructured 
                under the amendments made by this subtitle that 
                subsequently resulted in default and 
                foreclosure,
                  (C) a comparison between the effectiveness of 
                mortgages restructured under non-judicial 
                voluntary mortgage modification programs and 
                mortgages restructured under the amendments 
                made by this subtitle,
                  (D) the number of cases presented to the 
                bankruptcy courts where mortgages were 
                restructured under the amendments made by this 
                subtitle that were appealed,
                  (E) the number of cases presented to the 
                bankruptcy courts where mortgages were 
                restructured under the amendments made by this 
                subtitle that were overturned on appeal, and
                  (F) the number of bankruptcy judges 
                disciplined as a result of actions taken to 
                restructure mortgages under the amendments made 
                by this subtitle, and
          (2) a recommendation as to whether such amendments 
        should be amended to include a sunset clause.

SEC. 9011. REPORT TO CONGRESS.

  Not later than 18 months after the date of the enactment of 
this Act, the Comptroller General, in consultation with the 
Federal Housing Administration, shall submit to the Congress, a 
report containing--
          (1) a comprehensive review of the effects of the 
        amendments made by this subtitle on bankruptcy courts,
          (2) a survey of whether the program should limit the 
        types of homeowners eligible for the program, and
          (3) a recommendation on whether such amendments 
        should remain in effect.

          Subtitle B--Related Mortgage Modification Provisions


SEC. 9021. ADJUSTMENTS AS A RESULT OF MODIFICATION IN BANKRUPTCY OF 
                    HOUSING LOANS GUARANTEED BY THE DEPARTMENT OF 
                    VETERANS AFFAIRS.

  (a) In General.--Section 3732 of title 38, United States 
Code, is amended--
          (1) in subsection (a)--
                  (A) by redesignating paragraph (2) as 
                subparagraph (A) of paragraph (2), and
          (2) by inserting after subparagraph (A) the following 
        new subparagraph:
                  ``(B) In the event that a housing loan 
                guaranteed under this chapter is modified under 
                the authority provided under section 1322(b) of 
                title 11, United States Code, the Secretary may 
                pay the holder of the obligation the unpaid 
                balance of the obligation due as of the date of 
                the filing of the petition under title 11, 
                United States Code, plus accrued interest, but 
                only upon the assignment, transfer, and 
                delivery to the Secretary (in a form and manner 
                satisfactory to the Secretary) of all rights, 
                interest, claims, evidence, and records with 
                respect to the housing loan.''.
  (b) Maturity of Housing Loans.--Paragraph (1) of section (d) 
of section 3703 of title 38, United States Code, is amended by 
inserting ``at the time of origination'' after ``loan''.
  (c) Implementation.--The Secretary of Veterans Affairs may 
implement the amendments made by this section through notice, 
procedure notice, or administrative notice.

SEC. 9022. PAYMENT OF FHA MORTGAGE INSURANCE BENEFITS.

  (a) In General.--Subsection (a) of section 204 of the 
National Housing Act (12 U.S.C. 1710(a)) is amended--
          (1) in paragraph (1), by adding at the end the 
        following new subparagraph:
                  ``(E) Modification of mortgage in 
                bankruptcy.--
                          ``(i) Authority.--If an order is 
                        entered under the authority provided 
                        under section 1322(b) of title 11, 
                        United States Code, that (a) determines 
                        the amount of an allowed secured claim 
                        under a mortgage in accordance with 
                        section 506(a)(1) of title 11, United 
                        States Code, and the amount of such 
                        allowed secured claim is less than the 
                        amount due under the mortgage as of the 
                        date of the filing of the petition 
                        under title 11, United States Code, or 
                        (b) reduces the interest to be paid 
                        under a mortgage in accordance with 
                        section 1325 of such title, the 
                        Secretary may pay insurance benefits 
                        for the mortgage as follows:
                                  ``(I) Full payment and 
                                assignment.--The Secretary may 
                                pay the insurance benefits for 
                                the mortgage, but only upon the 
                                assignment, transfer, and 
                                delivery to the Secretary of 
                                all rights, interest, claims, 
                                evidence, and records with 
                                respect to the mortgage 
                                specified in clauses (i) 
                                through (iv) of paragraph 
                                (1)(A). The insurance benefits 
                                shall be paid in the amount 
                                equal to the original principal 
                                obligation of the mortgage 
                                (with such additions and 
                                deductions as the Secretary 
                                determines are appropriate) 
                                which was unpaid upon the date 
                                of the filing of by the 
                                mortgagor of the petition under 
                                title 11 of the United States 
                                Code. Nothing in this Act may 
                                be construed to prevent the 
                                Secretary from providing 
                                insurance under this title for 
                                a mortgage that has previously 
                                been assigned to the Secretary 
                                under this subclause. The 
                                decision of whether to utilize 
                                the authority under this 
                                subclause for payment and 
                                assignment shall be at the 
                                election of the mortgagee, 
                                subject to such terms and 
                                conditions as the Secretary may 
                                establish.
                                  ``(II) Assignment of 
                                unsecured claim.--The Secretary 
                                may make a partial payment of 
                                the insurance benefits for any 
                                unsecured claim under the 
                                mortgage, but only upon the 
                                assignment to the Secretary of 
                                any unsecured claim of the 
                                mortgagee against the mortgagor 
                                or others arising out of such 
                                order. Such assignment shall be 
                                deemed valid irrespective of 
                                whether such claim has been or 
                                will be discharged under title 
                                11 of the United States Code. 
                                The insurance benefits shall be 
                                paid in the amount specified in 
                                subclause (I) of this clause, 
                                as such amount is reduced by 
                                the amount of the allowed 
                                secured claim. Such allowed 
                                secured claim shall continue to 
                                be insured under section 203.
                                  ``(III) Interest payments.--
                                The Secretary may make periodic 
                                payments, or a one-time 
                                payment, of insurance benefits 
                                for interest payments that are 
                                reduced pursuant to such order, 
                                as determined by the Secretary, 
                                but only upon assignment to the 
                                Secretary of all rights and 
                                interest related to such 
                                payments.
                          ``(ii) Delivery of evidence of entry 
                        of order.--Notwithstanding any other 
                        provision of this paragraph, no 
                        insurance benefits may be paid pursuant 
                        to this subparagraph for a mortgage 
                        before delivery to the Secretary of 
                        evidence of the entry of the order 
                        issued pursuant to title 11, United 
                        States Code, in a form satisfactory to 
                        the Secretary.'';
          (2) in paragraph (5), in the matter preceding 
        subparagraph (A), by inserting after ``section 520, 
        and'' the following: ``, except as provided in 
        paragraph (1)(E),''; and
          (3) by adding at the end the following new paragraph:
          ``(10) Loan modification program.--
                  ``(A) Authority.--The Secretary may carry out 
                a program solely to encourage loan 
                modifications for eligible delinquent mortgages 
                through the payment of insurance benefits and 
                assignment of the mortgage to the Secretary and 
                the subsequent modification of the terms of the 
                mortgage according to a loan modification 
                approved by the mortgagee.
                  ``(B) Payment of benefits and assignment.--
                Under the program under this paragraph, the 
                Secretary may pay insurance benefits for a 
                mortgage, in the amount determined in 
                accordance with paragraph (5)(A), without 
                reduction for any amounts modified, but only 
                upon the assignment, transfer, and delivery to 
                the Secretary of all rights, interest, claims, 
                evidence, and records with respect to the 
                mortgage specified in clauses (i) through (iv) 
                of paragraph (1)(A).
                  ``(C) Disposition.--After modification of a 
                mortgage pursuant to this paragraph, the 
                Secretary may provide insurance under this 
                title for the mortgage. The Secretary may 
                subsequently--
                          ``(i) re-assign the mortgage to the 
                        mortgagee under terms and conditions as 
                        are agreed to by the mortgagee and the 
                        Secretary;
                          ``(ii) act as a Government National 
                        Mortgage Association issuer, or 
                        contract with an entity for such 
                        purpose, in order to pool the mortgage 
                        into a Government National Mortgage 
                        Association security; or
                          ``(iii) re-sell the mortgage in 
                        accordance with any program that has 
                        been established for purchase by the 
                        Federal Government of mortgages insured 
                        under this title, and the Secretary may 
                        coordinate standards for interest rate 
                        reductions available for loan 
                        modification with interest rates 
                        established for such purchase.
                  ``(D) Loan servicing.--In carrying out the 
                program under this section, the Secretary may 
                require the existing servicer of a mortgage 
                assigned to the Secretary under the program to 
                continue servicing the mortgage as an agent of 
                the Secretary during the period that the 
                Secretary acquires and holds the mortgage for 
                the purpose of modifying the terms of the 
                mortgage. If the mortgage is resold pursuant to 
                subparagraph (C)(iii), the Secretary may 
                provide for the existing servicer to continue 
                to service the mortgage or may engage another 
                entity to service the mortgage.''.
  (b) Amendment to Partial Claim Authority.--Paragraph (1) of 
section 230(b) of the National Housing Act (12 U.S.C. 
1715u(b)(1)) is amended by striking ``12 of the monthly 
mortgage payments'' and inserting ``30 percent of the unpaid 
principal balance of the mortgage''.
  (c) Implementation.--The Secretary of Housing and Urban 
Development may implement the amendments made by this section 
through notice or mortgagee letter.

SEC. 9023. ADJUSTMENTS AS RESULT OF MODIFICATION OF RURAL SINGLE FAMILY 
                    HOUSING LOANS IN BANKRUPTCY.

  (a) Guaranteed Rural Housing Loans.--Subsection (h) of 
section 502 of the Housing Act of 1949 (42 U.S.C. 1472(h)) is 
amended--
          (1) in paragraph (7)--
                  (A) in subparagraph (A), by inserting before 
                the period at the end the following: ``, unless 
                the maturity date of the loan is modified in a 
                bankruptcy proceeding or at the discretion of 
                the Secretary''; and
                  (B) in subparagraph (B), by inserting before 
                the semicolon the following: ``, unless such 
                rate is modified in a bankruptcy proceeding'';
          (2) by redesignating paragraphs (13) and (14) as 
        paragraphs (14) and (15), respectively; and
          (3) by inserting after paragraph (12) the following 
        new paragraph:
          ``(13) Payment of guarantee.--In addition to all 
        other authorities to pay a guarantee claim, the 
        Secretary may also pay the guaranteed portion of any 
        losses incurred by the holder of a note or the servicer 
        resulting from a modification of a note by a bankruptcy 
        proceeding.''.
  (b) Insured Rural Housing Loans.--Subsection (j) of section 
517 of the Housing Act of 1949 (42 U.S.C. 1487(j)) is amended--
          (1) by redesignating paragraphs (2) through (7) as 
        paragraphs (3) through (8), respectively; and
          (2) by inserting after paragraph (1) the following 
        new paragraph:
          ``(2) to pay for losses incurred by holders or 
        servicers in the event of a modification pursuant to a 
        bankruptcy proceeding;''.
  (c) Implementation.--The Secretary of Agriculture may 
implement the amendments made by this section through notice, 
procedure notice, or administrative notice.
                              ----------                              


 20. An Amendment To Be Offered by Representative Burgess, Michael of 
            Texas or His Designee, Debatable for 10 Minutes

    Page 22, beginning on line 19, strike ``orderliness''.
                              ----------                              


 21. An Amendment To Be Offered by Representative Burgess, Michael of 
            Texas or His Designee, Debatable for 10 Minutes

    Page 92, line 16, insert the following: ``The 
aforementioned amounts shall be indexed to inflation.''
                              ----------                              


 22. An Amendment To Be Offered by Representative Burgess, Michael of 
            Texas or His Designee, Debatable for 10 Minutes

    Page 58, line 4, insert after the period the following new 
sentence: ``The Board shall define by rule or regulation the 
term `significantly undercapitalized' at a threshold the Board 
determines to be prudent for the effective monitoring 
management and oversight of the financial system.''.
                              ----------                              


 23. An Amendment To Be Offered by Representative Burgess, Michael of 
            Texas or His Designee, Debatable for 10 Minutes

    Page 20, line 1, insert after ``possible'' the following: 
``, but no later than two (2) years,''.
                              ----------                              


 24. An Amendment To Be Offered by Representative Burgess, Michael of 
            Texas or His Designee, Debatable for 10 Minutes

    Page 1185, beginning on line 10, strike ``have engaged in 
information sharing or''.
                              ----------                              


   25. An Amendment To Be Offered by Representative Herseth Sandlin, 
  Stephanie of South Dakota or Her Designee, Debatable for 10 Minutes

  Page 1022, line 20, strike ``Section'' and insert the 
following:
  (a) Exemption.--Section
  Page 1024, line 3, strike the period at the end and insert 
``; and''.
  Page 1024, after line 3, insert the following:
  (b) Consideration of Risk.--Section 203(c) of the Investment 
Advisers Act of 1940 (15 U.S.C. 80b--3(c)) is amended by adding 
at the end the following:
          ``(3) The Commission shall take into account the 
        relative risk profile of different classes of private 
        funds as it establishes, by rule or regulation, the 
        registration requirements for private funds.''.
                              ----------                              


26. An Amendment To Be Offered by Representative Garrett, Scott of New 
            Jersey or His Designee, Debatable for 10 Minutes

  Page 1041, beginning on line 15, strike paragraph (5) and 
insert the following:
          (5) in subsection (e), by striking paragraph (1) and 
        inserting the following new paragraph (1):
          ``(1) Voluntary withdrawal.--A nationally recognized 
        statistical rating organization may, upon such terms 
        and conditions as the Commission may establish as 
        necessary in the public interest or for the protection 
        of investors, withdraw from registration by furnishing 
        a written notice of withdrawal to the Commission, 
        provided that such nationally recognized statistical 
        rating organization certifies that it received less 
        than $250,000,000 during its last full fiscal year in 
        net revenue for providing credit ratings on securities 
        and money market instruments issued in the United 
        States.'';
                              ----------                              


   27. An Amendment To Be Offered by Representative Dent, Charles of 
         Pennsylvania or His Designee, Debatable for 10 Minutes

  At the end of the bill, insert the following new section:

SEC. __. SENSE OF CONGRESS REGARDING SIMPLIFIED MORTGAGE CONTRACT 
                    SUMMARIES.

  It is the sense of Congress that mortgage lenders should 
provide loan applicants with a simplified summary of their loan 
contracts, including an easy-to-read list of the basic loan 
terms, payment information, the existence of prepayment 
penalties or balloon payments, and escrow information.
                              ----------                              


   28. An Amendment To Be Offered by Representative Moore, Dennis of 
            Kansas or His Designee Debatable for 10 Minutes

  Add at the end the following new title (and update the table 
of contents accordingly):

           TITLE VIII--NONADMITTED AND REINSURANCE REFORM ACT


SECTION 10001. SHORT TITLE.

  This title may be cited as the ``Nonadmitted and Reinsurance 
Reform Act of 2009''.

SEC. 10002. EFFECTIVE DATE.

  Except as otherwise specifically provided in this title, this 
title shall take effect upon the expiration of the 12-month 
period beginning on the date of the enactment of this Act.

                   Subtitle A--Nonadmitted Insurance.


SEC. 10101. REPORTING, PAYMENT, AND ALLOCATION OF PREMIUM TAXES.

  (a) Home State's Exclusive Authority.-- No State other than 
the home State of an insured may require any premium tax 
payment for nonadmitted insurance.
  (b) Allocation of Nonadmitted Premium Taxes.--
          (1) In general.--The States may enter into a compact 
        or otherwise establish procedures to allocate among the 
        States the premium taxes paid to an insured's home 
        State described in subsection (a).
          (2) Effective date.--Except as expressly otherwise 
        provided in such compact or other procedures, any such 
        compact or other procedures--
                  (A) if adopted on or before the expiration of 
                the 330-day period that begins on the date of 
                the enactment of this Act, shall apply to any 
                premium taxes that, on or after such date of 
                enactment, are required to be paid to any State 
                that is subject to such compact or procedures; 
                and
                  (B) if adopted after the expiration of such 
                330-day period, shall apply to any premium 
                taxes that, on or after January 1 of the first 
                calendar year that begins after the expiration 
                of such 330-day period, are required to be paid 
                to any State that is subject to such compact or 
                procedures.
          (3) Report.--Upon the expiration of the 330-day 
        period referred to in paragraph (2), the NAIC may 
        submit a report to the Committee on Financial Services 
        and Committee on the Judiciary of the House of 
        Representatives and the Committee on Banking, Housing, 
        and Urban Affairs of the Senate identifying and 
        describing any compact or other procedures for 
        allocation among the States of premium taxes that have 
        been adopted during such period by any States.
          (4) Nationwide system.--The Congress intends that 
        each State adopt nationwide uniform requirements, 
        forms, and procedures, such as an interstate compact, 
        that provides for the reporting, payment, collection, 
        and allocation of premium taxes for nonadmitted 
        insurance consistent with this section.
  (c) Allocation Based on Tax Allocation Report.-- To 
facilitate the payment of premium taxes among the States, an 
insured's home State may require surplus lines brokers and 
insureds who have independently procured insurance to annually 
file tax allocation reports with the insured's home State 
detailing the portion of the nonadmitted insurance policy 
premium or premiums attributable to properties, risks or 
exposures located in each State. The filing of a nonadmitted 
insurance tax allocation report and the payment of tax may be 
made by a person authorized by the insured to act as its agent.

SEC. 10102. REGULATION OF NONADMITTED INSURANCE BY INSURED'S HOME 
                    STATE.

  (a) Home State Authority.--Except as otherwise provided in 
this section, the placement of nonadmitted insurance shall be 
subject to the statutory and regulatory requirements solely of 
the insured's home State.
  (b) Broker Licensing.--No State other than an insured's home 
State may require a surplus lines broker to be licensed in 
order to sell, solicit, or negotiate nonadmitted insurance with 
respect to such insured.
  (c) Enforcement Provision.--With respect to section 10101 and 
subsections (a) and (b) of this section, any law, regulation, 
provision, or action of any State that applies or purports to 
apply to nonadmitted insurance sold to, solicited by, or 
negotiated with an insured whose home State is another State 
shall be preempted with respect to such application.
  (d) Workers' Compensation Exception.--This section may not be 
construed to preempt any State law, rule, or regulation that 
restricts the placement of workers' compensation insurance or 
excess insurance for self-funded workers' compensation plans 
with a nonadmitted insurer.

SEC. 10103. PARTICIPATION IN NATIONAL PRODUCER DATABASE.

  After the expiration of the 2-year period beginning on the 
date of the enactment of this Act, a State may not collect any 
fees relating to licensing of an individual or entity as a 
surplus lines broker in the State unless the State has in 
effect at such time laws or regulations that provide for 
participation by the State in the national insurance producer 
database of the NAIC, or any other equivalent uniform national 
database, for the licensure of surplus lines brokers and the 
renewal of such licenses.

SEC. 10104. UNIFORM STANDARDS FOR SURPLUS LINES ELIGIBILITY.

  A State may not--
          (1) impose eligibility requirements on, or otherwise 
        establish eligibility criteria for, nonadmitted 
        insurers domiciled in a United States jurisdiction, 
        except in conformance with such requirements and 
        criteria in sections 5A(2) and 5C(2)(a) of the Non-
        Admitted Insurance Model Act, unless the State has 
        adopted nationwide uniform requirements, forms, and 
        procedures developed in accordance with section 
        10101(b) of this title that include alternative 
        nationwide uniform eligibility requirements; and
          (2) prohibit a surplus lines broker from placing 
        nonadmitted insurance with, or procuring nonadmitted 
        insurance from, a nonadmitted insurer domiciled outside 
        the United States that is listed on the Quarterly 
        Listing of Alien Insurers maintained by the 
        International Insurers Department of the NAIC.

SEC. 10105. STREAMLINED APPLICATION FOR COMMERCIAL PURCHASERS.

  A surplus lines broker seeking to procure or place 
nonadmitted insurance in a State for an exempt commercial 
purchaser shall not be required to satisfy any State 
requirement to make a due diligence search to determine whether 
the full amount or type of insurance sought by such exempt 
commercial purchaser can be obtained from admitted insurers 
if--
          (1) the broker procuring or placing the surplus lines 
        insurance has disclosed to the exempt commercial 
        purchaser that such insurance may or may not be 
        available from the admitted market that may provide 
        greater protection with more regulatory oversight; and
          (2) the exempt commercial purchaser has subsequently 
        requested in writing the broker to procure or place 
        such insurance from a nonadmitted insurer.

SEC. 10106. GAO STUDY OF NONADMITTED INSURANCE MARKET.

  (a) In General.--The Comptroller General of the United States 
shall conduct a study of the nonadmitted insurance market to 
determine the effect of the enactment of this subtitle on the 
size and market share of the nonadmitted insurance market for 
providing coverage typically provided by the admitted insurance 
market.
  (b) Contents.--The study shall determine and analyze--
          (1) the change in the size and market share of the 
        nonadmitted insurance market and in the number of 
        insurance companies and insurance holding companies 
        providing such business in the 18-month period that 
        begins upon the effective date of this Act;
          (2) the extent to which insurance coverage typically 
        provided by the admitted insurance market has shifted 
        to the nonadmitted insurance market;
          (3) the consequences of any change in the size and 
        market share of the nonadmitted insurance market, 
        including differences in the price and availability of 
        coverage available in both the admitted and nonadmitted 
        insurance markets;
          (4) the extent to which insurance companies and 
        insurance holding companies that provide both admitted 
        and nonadmitted insurance have experienced shifts in 
        the volume of business between admitted and nonadmitted 
        insurance; and
          (5) the extent to which there has been a change in 
        the number of individuals who have nonadmitted 
        insurance policies, the type of coverage provided under 
        such policies, and whether such coverage is available 
        in the admitted insurance market.
  (c) Consultation With NAIC.--In conducting the study under 
this section, the Comptroller General shall consult with the 
NAIC.
  (d) Report.--The Comptroller General shall complete the study 
under this section and submit a report to the Committee on 
Financial Services of the House of Representatives and the 
Committee on Banking, Housing, and Urban Affairs of the Senate 
regarding the findings of the study not later than 30 months 
after the effective date of this Act.

SEC. 10107. DEFINITIONS.

  For purposes of this subtitle, the following definitions 
shall apply:
          (1) Admitted insurer.--The term ``admitted insurer'' 
        means, with respect to a State, an insurer licensed to 
        engage in the business of insurance in such State.
          (2) Affiliate.--The term ``affiliate'' means, with 
        respect to an insured, any entity that controls, is 
        controlled by, or is under common control with the 
        insured.
          (3) Affiliated group.--The term ``affiliated group'' 
        means any group of entities that are all affiliated.
          (4) Control.--An entity has ``control'' over another 
        entity if--
                  (A) the entity directly or indirectly or 
                acting through one or more other persons owns, 
                controls or has the power to vote 25 percent or 
                more of any class of voting securities of the 
                other entity; or
                  (B) the entity controls in any manner the 
                election of a majority of the directors or 
                trustees of the other entity.
          (5) Exempt commercial purchaser.--The term ``exempt 
        commercial purchaser'' means any person purchasing 
        commercial insurance that, at the time of placement, 
        meets the following requirements:
                  (A) The person employs or retains a qualified 
                risk manager to negotiate insurance coverage.
                  (B) The person has paid aggregate nationwide 
                commercial property and casualty insurance 
                premiums in excess of $100,000 in the 
                immediately preceding 12 months.
                  (C)(i) The person meets at least one of the 
                following criteria:
                          (I) The person possesses a net worth 
                        in excess of $20,000,000, as such 
                        amount is adjusted pursuant to clause 
                        (ii).
                          (II) The person generates annual 
                        revenues in excess of $50,000,000, as 
                        such amount is adjusted pursuant to 
                        clause (ii).
                          (III) The person employs more than 
                        500 full time or full time equivalent 
                        employees per individual insured or is 
                        a member of an affiliated group 
                        employing more than 1,000 employees in 
                        the aggregate.
                          (IV) The person is a not-for-profit 
                        organization or public entity 
                        generating annual budgeted expenditures 
                        of at least $30,000,000, as such amount 
                        is adjusted pursuant to clause (ii).
                          (V) The person is a municipality with 
                        a population in excess of 50,000 
                        persons.
                  (ii) Effective on the fifth January 1 
                occurring after the date of the enactment of 
                this Act and each fifth January 1 occurring 
                thereafter, the amounts in subclauses (I), 
                (II), and (IV) of clause (i) shall be adjusted 
                to reflect the percentage change for such five-
                year period in the Consumer Price Index for All 
                Urban Consumers published by the Bureau of 
                Labor Statistics of the Department of Labor.
          (6) Home state.--
                  (A) In general.--Except as provided in 
                subparagraph (B), the term ``home State'' 
                means, with respect to an insured--
                          (i) the State in which an insured 
                        maintains its principal place of 
                        business or, in the case of an 
                        individual, the individual's principal 
                        residence; or
                          (ii) if 100 percent of the insured 
                        risk is located out of the State 
                        referred to in subparagraph (A), the 
                        State to which the greatest percentage 
                        of the insured's taxable premium for 
                        that insurance contract is allocated.
                  (B) Affiliated groups.--If more than one 
                insured from an affiliated group are named 
                insureds on a single nonadmitted insurance 
                contract, the term ``home State'' means the 
                home State, as determined pursuant to 
                subparagraph (A), of the member of the 
                affiliated group that has the largest 
                percentage of premium attributed to it under 
                such insurance contract.
          (7) Independently procured insurance.--The term 
        ``independently procured insurance'' means insurance 
        procured directly by an insured from a nonadmitted 
        insurer.
          (8) NAIC.--The term ``NAIC'' means the National 
        Association of Insurance Commissioners or any successor 
        entity.
          (9) Nonadmitted insurance.--The term ``nonadmitted 
        insurance'' means any property and casualty insurance 
        permitted to be placed directly or through a surplus 
        lines broker with a nonadmitted insurer eligible to 
        accept such insurance.
          (10) Non-admitted insurance model act.--The term 
        ``Non-Admitted Insurance Model Act'' means the 
        provisions of the Non-Admitted Insurance Model Act, as 
        adopted by the NAIC on August 3, 1994, and amended on 
        September 30, 1996, December 6, 1997, October 2, 1999, 
        and June 8, 2002.
          (11) Nonadmitted insurer.--The term ``nonadmitted 
        insurer'' means, with respect to a State, an insurer 
        not licensed to engage in the business of insurance in 
        such State.
          (12) Qualified risk manager.--The term ``qualified 
        risk manager'' means, with respect to a policyholder of 
        commercial insurance, a person who meets all of the 
        following requirements:
                  (A) The person is an employee of, or third 
                party consultant retained by, the commercial 
                policyholder.
                  (B) The person provides skilled services in 
                loss prevention, loss reduction, or risk and 
                insurance coverage analysis, and purchase of 
                insurance.
                  (C) The person--
                          (i)(I) has a bachelor's degree or 
                        higher from an accredited college or 
                        university in risk management, business 
                        administration, finance, economics, or 
                        any other field determined by a State 
                        insurance commissioner or other State 
                        regulatory official or entity to 
                        demonstrate minimum competence in risk 
                        management; and
                          (II)(aa) has three years of 
                        experience in risk financing, claims 
                        administration, loss prevention, risk 
                        and insurance analysis, or purchasing 
                        commercial lines of insurance; or
                          (bb) has one of the following 
                        designations:
                                  (AA) a designation as a 
                                Chartered Property and Casualty 
                                Underwriter (in this 
                                subparagraph referred to as 
                                ``CPCU'') issued by the 
                                American Institute for CPCU/
                                Insurance Institute of America;
                                  (BB) a designation as an 
                                Associate in Risk Management 
                                (ARM) issued by the American 
                                Institute for CPCU/Insurance 
                                Institute of America;
                                  (CC) a designation as 
                                Certified Risk Manager (CRM) 
                                issued by the National Alliance 
                                for Insurance Education & 
                                Research;
                                  (DD) a designation as a RIMS 
                                Fellow (RF) issued by the 
                                Global Risk Management 
                                Institute; or
                                  (EE) any other designation, 
                                certification, or license 
                                determined by a State insurance 
                                commissioner or other State 
                                insurance regulatory official 
                                or entity to demonstrate 
                                minimum competency in risk 
                                management;
                          (ii)(I) has at least seven years of 
                        experience in risk financing, claims 
                        administration, loss prevention, risk 
                        and insurance coverage analysis, or 
                        purchasing commercial lines of 
                        insurance; and
                          (II) has any one of the designations 
                        specified in subitems (AA) through (EE) 
                        of clause (i)(II)(bb);
                          (iii) has at least 10 years of 
                        experience in risk financing, claims 
                        administration, loss prevention, risk 
                        and insurance coverage analysis, or 
                        purchasing commercial lines of 
                        insurance; or
                          (iv) has a graduate degree from an 
                        accredited college or university in 
                        risk management, business 
                        administration, finance, economics, or 
                        any other field determined by a State 
                        insurance commissioner or other State 
                        regulatory official or entity to 
                        demonstrate minimum competence in risk 
                        management.
          (13) Premium tax.--The term ``premium tax'' means, 
        with respect to surplus lines or independently procured 
        insurance coverage, any tax, fee, assessment, or other 
        charge imposed by a government entity directly or 
        indirectly based on any payment made as consideration 
        for an insurance contract for such insurance, including 
        premium deposits, assessments, registration fees, and 
        any other compensation given in consideration for a 
        contract of insurance.
          (14) Surplus lines broker.--The term ``surplus lines 
        broker'' means an individual, firm, or corporation 
        which is licensed in a State to sell, solicit, or 
        negotiate insurance on properties, risks, or exposures 
        located or to be performed in a State with nonadmitted 
        insurers.
          (15) State.--The term ``State'' includes any State of 
        the United States, the District of Columbia, the 
        Commonwealth of Puerto Rico, Guam, the Northern Mariana 
        Islands, the Virgin Islands, and American Samoa.

                        Subtitle B--Reinsurance.


SEC. 10201. REGULATION OF CREDIT FOR REINSURANCE AND REINSURANCE 
                    AGREEMENTS.

  (a) Credit for Reinsurance.--If the State of domicile of a 
ceding insurer is an NAIC-accredited State, or has financial 
solvency requirements substantially similar to the requirements 
necessary for NAIC accreditation, and recognizes credit for 
reinsurance for the insurer's ceded risk, then no other State 
may deny such credit for reinsurance.
  (b) Additional Preemption of Extraterritorial Application of 
State Law.--In addition to the application of subsection (a), 
all laws, regulations, provisions, or other actions of a State 
that is not the domiciliary State of the ceding insurer, except 
those with respect to taxes and assessments on insurance 
companies or insurance income, are preempted to the extent that 
they--
          (1) restrict or eliminate the rights of the ceding 
        insurer or the assuming insurer to resolve disputes 
        pursuant to contractual arbitration to the extent such 
        contractual provision is not inconsistent with the 
        provisions of title 9, United States Code;
          (2) require that a certain State's law shall govern 
        the reinsurance contract, disputes arising from the 
        reinsurance contract, or requirements of the 
        reinsurance contract;
          (3) attempt to enforce a reinsurance contract on 
        terms different than those set forth in the reinsurance 
        contract, to the extent that the terms are not 
        inconsistent with this subtitle; or
          (4) otherwise apply the laws of the State to 
        reinsurance agreements of ceding insurers not domiciled 
        in that State.

SEC. 10202. REGULATION OF REINSURER SOLVENCY.

  (a) Domiciliary State Regulation.--If the State of domicile 
of a reinsurer is an NAIC-accredited State or has financial 
solvency requirements substantially similar to the requirements 
necessary for NAIC accreditation, such State shall be solely 
responsible for regulating the financial solvency of the 
reinsurer.
  (b) Nondomiciliary States.--
          (1) Limitation on financial information 
        requirements.--If the State of domicile of a reinsurer 
        is an NAIC-accredited State or has financial solvency 
        requirements substantially similar to the requirements 
        necessary for NAIC accreditation, no other State may 
        require the reinsurer to provide any additional 
        financial information other than the information the 
        reinsurer is required to file with its domiciliary 
        State.
          (2) Receipt of information.--No provision of this 
        section shall be construed as preventing or prohibiting 
        a State that is not the State of domicile of a 
        reinsurer from receiving a copy of any financial 
        statement filed with its domiciliary State.

SEC. 10203. DEFINITIONS.

  For purposes of this subtitle, the following definitions 
shall apply:
          (1) Ceding insurer.--The term ``ceding insurer'' 
        means an insurer that purchases reinsurance.
          (2) Domiciliary state.--The terms ``State of 
        domicile'' and ``domiciliary State'' means, with 
        respect to an insurer or reinsurer, the State in which 
        the insurer or reinsurer is incorporated or entered 
        through, and licensed.
          (3) Reinsurance.--The term ``reinsurance'' means the 
        assumption by an insurer of all or part of a risk 
        undertaken originally by another insurer.
          (4) Reinsurer.--
                  (A) In general.--The term ``reinsurer'' means 
                an insurer to the extent that the insurer--
                          (i) is principally engaged in the 
                        business of reinsurance;
                          (ii) does not conduct significant 
                        amounts of direct insurance as a 
                        percentage of its net premiums; and
                          (iii) is not engaged in an ongoing 
                        basis in the business of soliciting 
                        direct insurance.
                  (B) Determination.--A determination of 
                whether an insurer is a reinsurer shall be made 
                under the laws of the State of domicile in 
                accordance with this paragraph.
          (5) State.--The term ``State'' includes any State of 
        the United States, the District of Columbia, the 
        Commonwealth of Puerto Rico, Guam, the Northern Mariana 
        Islands, the Virgin Islands, and American Samoa.

                   Subtitle C--Rule of Construction.


SEC. 10301. RULE OF CONSTRUCTION.

  Nothing in this title or amendments to this title shall be 
construed to modify, impair, or supersede the application of 
the antitrust laws. Any implied or actual conflict between this 
title and any amendments to this title and the antitrust laws 
shall be resolved in favor of the operation of the antitrust 
laws.

SEC. 10302. SEVERABILITY.

  If any section or subsection of this title, or any 
application of such provision to any person or circumstance, is 
held to be unconstitutional, the remainder of this title, and 
the application of the provision to any other person or 
circumstance, shall not be affected.
                              ----------                              


  29. An Amendment To Be Offered by Representative Wittman, Robert of 
           Virginia or His Designee, Debatable for 10 Minutes

  Add at the end the following new title (and update the table 
of contents accordingly):

          TITLE VII--BANK LOTTERY PROVISIONS CLARIFICATION ACT


SECTION 9001. SHORT TITLE.

  This Act may be cited as the ``Bank Lottery Provisions 
Clarification Act of 2009''.

SEC. 9002. AMENDMENTS CLARIFYING APPLICATION OF VARIOUS BANKING LAWS.

  (a) Revised Statutes.--Subsection (d) of section 5136B of the 
Revised Statutes of the United States (12 U.S.C. 25a(d)) is 
amended to read as follows:
  ``(d) Exceptions.--No provision of this section shall be 
construed as prohibiting a national bank from--
          ``(1) accepting deposits or cashing or otherwise 
        handling checks or other negotiable instruments, or 
        performing other lawful banking services for a State 
        operating a lottery, or for an officer or employee of 
        that State who is charged with the administration of 
        the lottery; or
          ``(2) announcing, advertising, publicizing, or 
        dealing in any lottery where the money or credit 
        obtained in connection with such lottery primarily 
        benefits 1 or more charitable organizations exempt from 
        taxation under section 501(c)(3) of the Internal 
        Revenue Code of 1986.''.
  (b) Federal Reserve Act.--Subsection (d) of section 9A of the 
Federal Reserve Act (12 U.S.C. 339(d)) is amended to read as 
follows:
  ``(d) Exceptions.--No provision of this section shall be 
construed as prohibiting a State member bank from--
          ``(1) accepting deposits or cashing or otherwise 
        handling checks or other negotiable instruments, or 
        performing other lawful banking services for a State 
        operating a lottery, or for an officer or employee of 
        that State who is charged with the administration of 
        the lottery; or
          ``(2) announcing, advertising, publicizing, or 
        dealing in any lottery where the money or credit 
        obtained in connection with such lottery primarily 
        benefits 1 or more charitable organizations exempt from 
        taxation under section 501(c)(3) of the Internal 
        Revenue Code of 1986.''.
  (c) Federal Deposit Insurance Act.--Subsection (d) of section 
20 of the Federal Deposit Insurance Act (12 U.S.C. 1829a(d)) is 
amended to read as follows:
  ``(d) Exceptions.--No provision of this section shall be 
construed as prohibiting a State nonmember insured bank from--
          ``(1) accepting deposits or cashing or otherwise 
        handling checks or other negotiable instruments, or 
        performing other lawful banking services for a State 
        operating a lottery, or for an officer or employee of 
        that State who is charged with the administration of 
        the lottery; or
          ``(2) announcing, advertising, publicizing, or 
        dealing in any lottery where the money or credit 
        obtained in connection with such lottery primarily 
        benefits 1 or more charitable organizations exempt from 
        taxation under section 501(c)(3) of the Internal 
        Revenue Code of 1986.''.
  (d) Home Owners' Loan Act.--Paragraph (4) of section 4(e) of 
the Home Owners' Loan Act ( U.S.C. 1463(e)(4)) is amended to 
read as follows:
          ``(4) Exceptions.--No provision of this subsection 
        shall be construed as prohibiting any savings 
        association from--
                  ``(A) accepting deposits or cashing or 
                otherwise handling checks or other negotiable 
                instruments, or performing other lawful banking 
                services for a State operating a lottery, or 
                for an officer or employee of that State who is 
                charged with the administration of the lottery; 
                or
                  ``(B) announcing, advertising, publicizing, 
                or dealing in any lottery where the money or 
                credit obtained in connection with such lottery 
                primarily benefits 1 or more charitable 
                organizations exempt from taxation under 
                section 501(c)(3) of the Internal Revenue Code 
                of 1986.''.
                              ----------                              


30. An Amendment To Be Offered by Representative Minnick, Walt of Idaho 
               or His Designee, Debatable for 10 Minutes

    Page 787, strike line 17 and all that follows through page 
788, line 10 and insert the following:
    ``(c) Unfair, Deceptive, or Abusive Acts or Practices 
Define.--
          (1) Unfair acts or practices.--Any determination by 
        the Director and the Agency that an act or practice is 
        unfair must be consistent with the standard set forth 
        under section 5 of the Federal Trade Commission Act and 
        with the December 17, 1980, policy statement adopted by 
        the Federal Trade Commission pursuant to section 5 of 
        the Federal Trade Commission act.
          (2) Deceptive acts or practices.--Any determination 
        by the Director and the Agency that an act or practice 
        is deceptive must be consistent with the October 14, 
        1983, policy statement adopted by the Federal Trade 
        Commission pursuant to section 5 of the Federal Trade 
        Commission Act.
          (3) Abusive acts or practices.--The Director and the 
        Agency may determine that an act or practice is abusive 
        only if the Director finds that--
          (i) the act or practice is reasonably likely to 
        result in a consumer's inability to understand the 
        terms and conditions of a financial product or service 
        or to protect their own interests in selecting or using 
        a financial product or service; and
          (ii) the widespread use of the act or practice is 
        reasonably likely to contribute to instability and 
        greater risk in the financial system.
                              ----------                              


 31. An Amendment To Be Offered by Representative Bartlett, Roscoe of 
           Maryland or His Designee, Debatable for 10 Minutes

  Page 825, after line 12, insert the following new section:

SEC. 4313. REQUIREMENTS FOR STATE-LICENSED LOAN ORIGINATORS.

  Paragraph (2) of section 1505(b) of the S.A.F.E. Mortgage 
Licensing Act of 2008 (12 U.S.C. 5104(b)(2)) is amended by 
inserting after and below subparagraph (B), the following:
        ``Notwithstanding the preceding sentence, a State loan 
        originator supervisory authority may provide for review 
        of applicants and for granting exceptions, on a case-
        by-case basis, to the minimum standard under 
        subparagraph (B), but only to the extent that any such 
        exception otherwise complies with the purposes of this 
        title.''.
                              ----------                              


32. An Amendment To Be Offered by Representative Schakowsky, Janice of 
           Illinois or Her Designee, Debatable for 10 Minutes

  Page 825, after line 12, insert the following new section:

SEC. 4413. TREATMENT OF REVERSE MORTGAGES.

  (a) In General.--The Director shall examine the practices of 
covered persons in connection with any reverse mortgage 
transaction (as defined in section 103(bb) of the Truth in 
Lending Act (15 U.S.C. 1602)) and shall prescribe regulations 
identifying any acts or practices as unlawful, unfair, 
deceptive, or abusive in connection with a reverse mortgage 
transaction or the offering of a reverse mortgage.
  (b) Regulations.--In prescribing regulations under subsection 
(a), the Director shall ensure that such regulations shall--
          (1) include requirements for--
                  (A) the purpose of preventing unlawful, 
                unfair, deceptive or abusive acts and practices 
                in connection with a reverse mortgage 
                transaction; and
                  (B) the purpose of providing timely, 
                appropriate, and effective disclosure to 
                consumers in connection with a reverse mortgage 
                transaction that are consistent with 
                requirements prescribed by the Director in 
                connection with other consumer mortgage 
                products or services under this title;
          (2) with respect to the requirements under paragraph 
        (1), be consistent with requirements prescribed by the 
        Director in connection with other consumer mortgage 
        products or services under this title; and
          (3) provide for an integrated disclosure standard and 
        model disclosures for reverse mortgage transactions, 
        consistent with section 4302(d), that combines the 
        relevant disclosures required under the Truth in 
        Lending Act (15 U.S.C. 1601 et seq.) and the Real 
        Estate Settlement Procedures Act, with the disclosures 
        required to be provided to consumers for Home Equity 
        Conversion Mortgages under section 255 of the National 
        Housing Act.
  (c) Consultation.--In connection with the issuance of any 
regulations under this section, the Director shall consult with 
the Federal banking agencies, State bank supervisors, the 
Federal Trade Commission, and the Department of Housing and 
Urban Development, as appropriate, to ensure that any proposed 
regulation--
          (1) imposes substantially similar requirements on all 
        covered persons; and
          (2) is consistent with prudential, consumer 
        protection, civil rights, market or systemic objectives 
        administered by such agencies or supervisors.
  (d) Deadline for Rulemaking.--The Director shall commence the 
rulemaking required under subsection (a) not later than 12 
months after the date of the enactment of this Act.
                              ----------                              


  33. An Amendment To Be Offered by Representative Kilroy, Mary Jo of 
             Ohio or Her Designee, Debatable for 10 Minutes

    Page 289, line 10, insert ``only'' after ``Fund''.
                              ----------                              


 34. An Amendment To Be Offered by Representative Murphy, Scott of New 
             York or His Designee, Debatable for 10 Minutes

  Page 176, strike lines 12 through 14 (and redesignate 
remaining paragraphs accordingly).
  Add at the end of the bill the following:

      TITLE VII--INTEREST-BEARING TRANSACTION ACCOUNTS AUTHORIZED


SEC. 9001. INTEREST-BEARING TRANSACTION ACCOUNTS AUTHORIZED.

  (a) Repeal of Prohibition on Payment of Interest on Demand 
Deposits.--
          (1) Federal reserve act.--Section 19(i) of the 
        Federal Reserve Act (12 U.S.C. 371a) is amended to read 
        as follows:
  ``(i) [Repealed]''.
          (2) Home owners' loan act.--The first sentence of 
        section 5(b)(1)(B) of the Home Owners' Loan Act (12 
        U.S.C. 1464(b)(1)(B)) is amended by striking ``savings 
        association may not--'' and all that follows through 
        ``(ii) permit any'' and inserting ``savings association 
        may not permit any''.
          (3) Federal deposit insurance act.--Section 18(g) of 
        the Federal Deposit Insurance Act (12 U.S.C. 1828(g)) 
        is amended to read as follows:
  ``(g) [Repealed]''.
  (b) Effective Date.--The amendments made by subsection (a) 
shall take effect at the end of the 1-year period beginning on 
the date of the enactment of this Act.
                              ----------                              


35. An Amendment To Be Offered by Representative Minnick, Walt of Idaho 
               or His Designee, Debatable for 20 Minutes

  Strike title IV and insert the following:

              TITLE IV--CONSUMER FINANCIAL PROTECTION ACT


SECTION 4001. SHORT TITLE.

  This title may be cited as the ``Consumer Financial 
Protection Act of 2009''.

SEC. 4002. CONSUMER FINANCIAL PROTECTION COUNCIL.

  (a) Establishment.--There is hereby established the Consumer 
Financial Protection Council (hereinafter in this title 
referred to as the ``Council'') as an independent establishment 
of the executive branch, which shall consist of--
          (1) the Chairman of the Board of Governors of the 
        Federal Reserve System;
          (2) the Comptroller of the Currency;
          (3) the Chairperson of the Board of Directors of the 
        Federal Deposit Insurance Corporation;
          (4) the Director of the Office of Thrift Supervision;
          (5) the Administrator of the National Credit Union 
        Administration;
          (6) the Secretary of the Department of Housing and 
        Urban Development;
          (7) the Secretary of the Treasury;
          (8) the Chairman of the Securities and Exchange 
        Commission;
          (9) the Chairman of the Commodities Futures Trading 
        Commission;
          (10) the Chairman of the Federal Trade Commission; 
        and
          (11) one individual selected by the State Advisory 
        Committee established under section 4005.
  (b) Staffing.--The Secretary of the Treasury shall provide 
appropriate staffing for the Council.

SEC. 4003. CONSUMER FINANCIAL PROTECTION SUBCOMMITTEE.

  (a) Establishment.--There is hereby established within the 
Council the Consumer Financial Protection Subcommittee 
(hereinafter in this title referred to as the ``CFPS''), which 
shall consist of the members of the Council.
  (b) Purpose.--The purpose of the CFPS is to ensure that all 
providers of a financial product or service to consumers are 
subject to meaningful and uniform consumer protection 
requirements, and that functionally equivalent products are 
subject to equivalent consumer protection standards.
  (c) Chairmanship.--
          (1) Initial chairman.--The Chairman of the Federal 
        Trade Commission shall serve as the Chairman of the 
        CFPS for the 2-year period beginning on the date of the 
        enactment of this title.
          (2) Subsequent selection.--After the 2-year period 
        described under paragraph (1), the President shall 
        appoint the Chairman of the CFPS from among the members 
        of the CFPS. The term of the Chairmanship shall be 2 
        years.
  (d) Voting.--Decisions of the CFPS shall be made by a 
majority vote of the members of the CFPS.
  (e) Duties.--The CFPS shall review existing consumer 
protection regulations and issue new or revised regulations 
where needed to prevent unfair or deceptive practices.
  (f) Procedures for Proposing and Issuing Regulations.--
          (1) Proposal.--Any member of the CFPS may propose 
        that the CFPS consider the need for the modification of 
        an existing regulation or for the issuing of a new 
        regulation with respect to a particular consumer 
        financial product or service. After such proposal is 
        made, the CFPS shall develop an analysis of the 
        proposal and prepare a report that either--
                  (A) recommends that no action be taken; or
                  (B) recommends the modification of existing 
                regulations or the issuing of new regulations.
          (2) Publication.--With respect to a report prepared 
        under paragraph (1)--
                  (A) if the CFPS recommends that no action be 
                taken, the CFPS shall make a copy of the report 
                publicly available; and
                  (B) if the CFPS recommends the modification 
                of existing regulations or the issuing of new 
                regulations, the CFPS shall publish such report 
                in the Federal Register and solicit public 
                comments on such recommendation, pursuant to 
                the Administrative Procedure Act.
          (3) Modification or acceptance.--With respect to each 
        recommendation described under paragraph (2)(B) for the 
        modification of existing regulations or the issuing of 
        new regulations, after the CFPS has considered the 
        public comments on such recommendation, the CFPS shall 
        vote on whether such recommendations should be 
        withdrawn, modified, or published as a final 
        regulation.
          (4) Regulations issued by cfps control.--
        Notwithstanding any other provision of law, to the 
        extent that any other regulation conflicts with a 
        regulation issued by the CFPS under this subsection, 
        such other regulation shall have no force or effect to 
        the extent of such conflict.
          (5) Proposals by state advisory committee.--
                  (A) In general.--Any proposal made under 
                paragraph (1) by the member of the CFPS 
                selected by the State Advisory Committee shall 
                be accompanied by a certification from such 
                member stating that more than half of the 
                States support such proposal.
                  (B) Method of determination.--For purposes of 
                this paragraph, the State Advisory Committee 
                shall determine the method for determining if a 
                State supports a proposal.
          (6) Report on approval or opposition.--Each member of 
        the CFPS shall issue an annual report to the Congress 
        containing a detailed explanation, for each proposal 
        made under paragraph (1), why such member supported or 
        opposed such proposal.
          (7) Procedures to be applied to all rulemakings.--The 
        procedures under this subsection shall be used by the 
        CFPS when issuing any regulation under the authority of 
        this title.
  (g) Consumer Financial Products or Services Expressly 
Permitted by State or Federal Law.--
          (1) Voting requirements.--Any votes taken by the CFPS 
        to prevent the offering of any consumer financial 
        product or service that is expressly permitted by State 
        or Federal law shall only be agreed to by a two-thirds 
        vote.
          (2) Recommendations to the congress.--If the CFPS 
        determines a need to prevent the offering of any 
        consumer financial product or service expressly 
        permitted by State or Federal law, the CFPS shall issue 
        a report to the Congress containing such determination 
        and including--
                  (A) a description of the specific financial 
                product or service that the CFPS is 
                recommending the Congress should prevent from 
                being offered;
                  (B) an estimate of the amount of credit 
                provided by and the number of consumers using 
                any such financial product or service;
                  (C) a list of any States which have expressly 
                permitted any such financial product or 
                service;
                  (D) the identities of persons known by the 
                CFPS to be offering any such financial product 
                or service;
                  (E) an analysis of whether there are ample 
                other alternative reasonably priced financial 
                products or services available to meet 
                consumers' credit needs, and a description of 
                such alternative financial products or 
                services; and
                  (F) the basis and reasoning on which the CFPS 
                has based its recommendation.
          (3) Definition.--For purposes of this subsection, the 
        term ``prevent the offering of any consumer financial 
        product or service'' shall mean taking any action that 
        could reasonably result in the direct or indirect 
        prohibition of, or materially interfere with the 
        ability of any person to offer, any consumer financial 
        product or service.

SEC. 4004. FINANCIAL INSTITUTIONS EXAMINATION COUNCIL.

  Section 1004(a) of the Federal Financial Institutions 
Examination Council Act of 1978 (12 U.S.C. 3303(a)) is amended 
by inserting after ``established'' the following: ``as a 
subcommittee within the Consumer Financial Protection 
Council''.

SEC. 4005. STATE ADVISORY COMMITTEE.

  There is hereby established within the Council the State 
Advisory Committee, which shall consist of one representative 
from each of the following:
          (1) The Conference of State Bank Supervisors.
          (2) The American Council of State Savings 
        Supervisors.
          (3) The National Association of State Credit Union 
        Supervisors.

SEC. 4006. EQUALITY OF CONSUMER PROTECTION ENFORCEMENT 
                    RESPONSIBILITIES.

  With respect to each consumer protection agency, the 
enforcement of the provisions of the consumer protection laws 
under such agency's jurisdiction shall be of equal importance 
to such agency as the enforcement of the provisions of other 
laws under such agency's jurisdiction.

SEC. 4007. DIRECTOR OF THE CONSUMER FINANCIAL PROTECTION DIVISION.

  (a) Establishment.--There is hereby established within each 
consumer protection agency a position of Director of the 
Consumer Financial Protection Division.
  (b) Compensation.--With respect to a consumer protection 
agency, the Director of the Consumer Financial Protection 
Division shall be compensated in an amount no less than the 
amount of compensation provided to the head of other 
subdivisions of such agency of a comparable size.
  (c) Direct Reporting.--Each Director of the Consumer 
Financial Protection Division established under subsection (a) 
shall report directly to the head of the agency within which 
such Director is located.
  (d) Annual Report to the Congress.--Each consumer protection 
agency shall issue an annual report to the Congress detailing 
the activities of the Director of the Consumer Financial 
Protection Division and how such activities advanced the 
agency's consumer protection functions.

SEC. 4008. PROHIBITING UNFAIR OR DECEPTIVE ACTS OR PRACTICES.

  (a) In General.--Each consumer protection agency may prevent 
a person from committing or engaging in an unfair or deceptive 
act or practice in connection with any transaction with a 
consumer for a consumer financial product or service under such 
agency's jurisdiction.
  (b) Rulemaking.--Each consumer protection agency may 
prescribe regulations identifying as unlawful, unfair, or 
deceptive acts or practices in connection with any transaction 
with a consumer for a consumer financial product or service 
under such agency's jurisdiction.
  (c) Referral to CFPS.--With respect to each regulation issued 
pursuant to subsection (b), the consumer protection agency 
issuing such regulation shall propose such regulation to the 
CFPS under section 4003(f), unless the CFPS already has a 
substantially similar proposal under consideration.
  (d) Unfairness.--
          (1) In general.--A consumer protection agency shall 
        have no authority under this section to declare an act 
        or practice in connection with a transaction with a 
        consumer for a consumer financial product or service to 
        be unlawful on the grounds that such act or practice is 
        unfair unless such agency has a reasonable basis to 
        conclude that the act or practice causes or is likely 
        to cause substantial injury to consumers which is not 
        reasonably avoidable by consumers and such substantial 
        injury is not outweighed by countervailing benefits to 
        consumers or to competition.
          (2) Existing published guidelines as factor.--In 
        determining whether an act or practice is unfair, a 
        consumer protection agency shall consider established 
        public policies and regulations, interpretations, 
        guidance, and staff commentaries issued by the consumer 
        protection agencies under the consumer protection laws 
        they enforce.
  (e) Definitions.--For purposes of this section, the terms 
``unfair'' and ``deceptive'' shall have the meanings given such 
terms under the Federal Trade Commission Act (15 U.S.C. 41 et 
seq.).

SEC. 4009. ADOPTING OPERATIONAL STANDARDS TO DETER UNFAIR OR DECEPTIVE 
                    PRACTICES.

  (a) Authority To Prescribe Standards.--The consumer 
protection agencies shall prescribe standards applicable to 
covered persons to deter and detect unfair or deceptive acts or 
practices in the provision of consumer financial products or 
services under such agency's jurisdiction, including standards 
for--
          (1) background checks for principals, officers, 
        directors, or key personnel of the covered person;
          (2) registration, licensing, or certification;
          (3) bond or other appropriate financial requirements 
        to provide reasonable assurance of the ability of the 
        covered person to perform its obligations to consumers;
          (4) creating and maintaining records of transactions 
        or accounts; and
          (5) procedures and operations of the covered person 
        relating to the provision of, or maintenance of 
        accounts for, consumer financial products or services.
  (b) CFPS Authority to Issue Regulations.--The CFPS may issue 
regulations establishing minimum standards under this section 
for any class of covered persons.
  (c) Exception for Enforcement of Gramm-Leach-Bliley Privacy 
Laws Against Insurers.--Neither the consumer protection 
agencies nor the CFPS shall have authority to issue or enforce 
regulations with respect to authorities that are granted to 
State insurance regulators under section 505(a)(6) of the 
Gramm-Leach-Bliley Act.

SEC. 4010. PRESUMPTION OF ABILITY TO REPAY.

  (a) Prohibition on Residential Mortgage Loans That Won't 
Reasonably Be Repaid.--
          (1) In general.--No creditor shall make a residential 
        mortgage loan unless it has a reasonable basis for 
        determining that the consumer can repay the loan.
          (2) Basis for determination.--A determination under 
        this subsection of a consumer's ability to repay a 
        residential mortgage loan shall include consideration 
        of the consumer's credit history, current income, 
        expected income the consumer is reasonably assured of 
        receiving, current obligations, debt-to-income ratio, 
        employment status, and other financial resources other 
        than the consumer's equity in the dwelling or real 
        property that secures repayment of the loan.
  (b) Exemption for Certain Model Terms and Conditions.--
Subsection (a) shall not apply to residential mortgage loans 
containing the model terms and conditions contained in 
regulations issued by the Council under subsection (c).
  (c) Procedure for Adopting Model Terms and Conditions.--
          (1) In general.--Not later than 1 years after the 
        date of the enactment of this title, the Council shall 
        issue regulations containing model terms and conditions 
        for residential mortgage loans, for purposes of 
        subsection (b).
          (2) Voting.--The Council may only issue a regulation 
        under paragraph (1)--
                  (A) by a majority vote of the Council's 
                members; and
                  (B) in a vote where each member of the 
                Council casts a vote.
          (3) Revision of model terms and conditions.--The 
        Council shall update regulations issued under this 
        subsection from time to time as appropriate.
          (4) Rulemaking procedures.--In issuing any regulation 
        under this subsection, the Council shall, to the extent 
        practicable, follow the procedures set forth under 
        section 4003(f) for the consideration of proposals by 
        the CFPS.
  (d) Enforcement.--The prohibition under subsection (a) shall 
be enforced by each member of the Council with jurisdiction 
over the provision of residential mortgage loans.

SEC. 4011. EXAMINATIONS BY CONSUMER PROTECTION AGENCIES.

  (a) In General.--Each consumer protection agency shall carry 
out regular examinations of covered persons regulated by such 
agency.
  (b) Scope of Examinations.--Examinations carried out pursuant 
to subsection (a) shall be comparable to those examinations 
carried out by the Federal banking agencies of insured 
depository institutions.

SEC. 4012. CONSUMER RIGHTS TO ACCESS INFORMATION.

  (a) In General.--Subject to regulations prescribed by the 
consumer protection agencies, a covered person shall make 
available to a consumer, in an electronic form usable by the 
consumer, information in the control or possession of the 
covered person concerning the consumer financial product or 
service that the consumer obtained from such covered person 
including information relating to any transaction, series of 
transactions, or to the account, including charges and usage 
data.
  (b) Exceptions.--A covered person shall not be required by 
this section to make available to the consumer--
          (1) any confidential commercial information, 
        including an algorithm used to derive credit scores or 
        other risk scores or predictors;
          (2) any information collected by the covered person 
        for the purpose of preventing fraud or money 
        laundering, or detecting, or making any report 
        regarding other unlawful or potentially unlawful 
        conduct;
          (3) any information required to be kept confidential 
        by any other law; or
          (4) any information that the covered person cannot 
        retrieve in the ordinary course of its business with 
        respect to that information.
  (c) No Duty To Maintain Records.--No provision of this 
section shall be construed as imposing any duty on a covered 
person to maintain or keep any information about a consumer.
  (d) Standardized Formats for Data.--The consumer protection 
agencies, by regulation, shall prescribe standards applicable 
to covered persons to promote the development and use of 
standardized formats for information, including through the use 
of machine readable files, to be made available to consumers 
under this section.

SEC. 4013. PROHIBITED ACTS.

  It shall be unlawful for any person to--
          (1) advertise, market, offer, sell, enforce, or 
        attempt to enforce, any term, agreement, change in 
        terms, fee or charge in connection with a consumer 
        financial product or service that is not in conformity 
        with this title and applicable regulation prescribed or 
        order issued by the consumer protection agencies, the 
        CFPS, or the Council;
          (2) fail or refuse to permit access to or copying of 
        records, or fail or refuse to establish or maintain 
        records, or fail or refuse to make reports or provide 
        information to a consumer protection agency, the CFPS, 
        or the Council, as required by this title, a consumer 
        protection law or any regulation prescribed or order 
        issued by a consumer protection agency, the CFPS, or 
        the Council under this title or pursuant to any such 
        authority; or
          (3) knowingly or recklessly provide substantial 
        assistance to another person in violation of the 
        provisions of section 4008, or any regulation 
        prescribed or order issued under such section, and any 
        such person shall be deemed to be in violation of that 
        section to the same extent as the person to whom such 
        assistance is provided.

SEC. 4014. STATE ATTORNEYS GENERAL RIGHT TO SUE.

  No provision of this title shall be construed to limit the 
applicability or the effect of the decision of the Supreme 
Court in Cuomo v. Clearing House Assn., L.L.C., 557 U.S. ___ 
(2009).

SEC. 4015. ENFORCEMENT.

  (a) Definitions.--For purposes of this section, the following 
definitions shall apply:
          (1) Civil investigative demand and demand.--The terms 
        ``civil investigative demand'' and ``demand'' mean any 
        demand issued by a consumer protection agency.
          (2) Consumer protection agency.--The term ``consumer 
        protection agency'' means--
                  (A) the appropriate Federal banking agency 
                (as such term is defined in section 3(q) of the 
                Federal Deposit Insurance Act), with respect to 
                entities regulated by the appropriate Federal 
                banking agencies;
                  (B) the National Credit Union Administration, 
                with respect to a credit union;
                  (C) the Securities and Exchange Commission, 
                with respect to an entity regulated by such 
                Commission;
                  (D) the Commodity Futures Trading Commission, 
                with respect to an entity regulated by such 
                Commission; and
                  (E) the Federal Trade Commission, with 
                respect to any entity not regulated by the 
                appropriate Federal banking agencies, the 
                National Credit Union Administration, the 
                Securities and Exchange Commission, or the 
                Commodity Futures Trading Commission.
          (3) Consumer protection agency investigation.--The 
        term ``consumer protection agency investigation'' means 
        any inquiry conducted by a consumer protection agency 
        investigator for the purpose of ascertaining whether 
        any person is or has been engaged in any conduct that 
        violates this title, any consumer protection law, or 
        any regulation prescribed or order issued by the 
        consumer protection agencies, the CFPS, or the Council 
        under this title.
          (4) Consumer protection agency investigator.--The 
        term ``consumer protection agency investigator'' means 
        any attorney or investigator employed by a consumer 
        protection agency who is charged with the duty of 
        enforcing or carrying into effect any provisions of 
        this title, any consumer protection law, or any 
        regulation prescribed or order issued under this title 
        or pursuant to any such authority by the consumer 
        protection agency, the CFPS, or the Council.
          (5) Custodian.--The term ``custodian'' means the 
        custodian or any deputy custodian designated by a 
        consumer protection agency.
          (6) Documentary material.--The term ``documentary 
        material'' includes the original or any copy of any 
        book, record, report, memorandum, paper, communication, 
        tabulation, chart, or other document.
          (7) Violation.--The term ``violation'' means any act 
        or omission that, if proved, would constitute a 
        violation of any provision of this title, any consumer 
        protection law, or of any regulation prescribed or 
        order issued by a consumer protection agency, the CFPS, 
        of the Council under this title or pursuant to any such 
        authority.
  (b) Investigations and Administrative Discovery.--
          (1) Subpoenas.--
                  (A) In general.--A consumer protection agency 
                or a consumer protection agency investigator 
                may issue subpoenas for the attendance and 
                testimony of witnesses and the production of 
                relevant papers, books, documents, or other 
                material in connection with hearings under this 
                title.
                  (B) Failure to obey.--In case of contumacy or 
                refusal to obey a subpoena issued pursuant to 
                this paragraph and served upon any person, the 
                district court of the United States for any 
                district in which such person is found, 
                resides, or transacts business, upon 
                application by a consumer protection agency or 
                a consumer protection agency investigator and 
                after notice to such person, shall have 
                jurisdiction to issue an order requiring such 
                person to appear and give testimony or to 
                appear and produce documents or other material, 
                or both.
                  (C) Contempt.--Any failure to obey an order 
                of the court under this subsection may be 
                punished by the court as a contempt thereof.
          (2) Demands.--
                  (A) In general.--Whenever a consumer 
                protection agency has reason to believe that 
                any person may be in possession, custody, or 
                control of any documentary material or tangible 
                things, or may have any information, relevant 
                to a violation, a consumer protection agency 
                may, before the institution of any proceedings 
                under this title or under any consumer 
                protection law, issue in writing, and cause to 
                be served upon such person, a civil 
                investigative demand requiring such person to--
                          (i) produce such documentary material 
                        for inspection and copying or 
                        reproduction;
                          (ii) submit such tangible things;
                          (iii) file written reports or answers 
                        to questions;
                          (iv) give oral testimony concerning 
                        documentary material or other 
                        information; or
                          (v) furnish any combination of such 
                        material, answers, or testimony.
                  (B) Requirements.--Each civil investigative 
                demand shall state the nature of the conduct 
                constituting the alleged violation which is 
                under investigation and the provision of law 
                applicable to such violation.
                  (C) Production of documents.--Each civil 
                investigative demand for the production of 
                documentary material shall--
                          (i) describe each class of 
                        documentary material to be produced 
                        under the demand with such definiteness 
                        and certainty as to permit such 
                        material to be fairly identified;
                          (ii) prescribe a return date or dates 
                        which will provide a reasonable period 
                        of time within which the material so 
                        demanded may be assembled and made 
                        available for inspection and copying or 
                        reproduction; and
                          (iii) identify the custodian to whom 
                        such material shall be made available.
                  (D) Production of things.--Each civil 
                investigative demand for the submission of 
                tangible things shall--
                          (i) describe each class of tangible 
                        things to be submitted under the demand 
                        with such definiteness and certainty as 
                        to permit such things to be fairly 
                        identified;
                          (ii) prescribe a return date or dates 
                        which will provide a reasonable period 
                        of time within which the things so 
                        demanded may be assembled and 
                        submitted; and
                          (iii) identify the custodian to whom 
                        such things shall be submitted.
                  (E) Demand for written reports or answers.--
                Each civil investigative demand for written 
                reports or answers to questions shall--
                          (i) propound with definiteness and 
                        certainty the reports to be produced or 
                        the questions to be answered;
                          (ii) prescribe a date or dates at 
                        which time written reports or answers 
                        to questions shall be submitted; and
                          (iii) identify the custodian to whom 
                        such reports or answers shall be 
                        submitted.
                  (F) Oral testimony.--Each civil investigative 
                demand for the giving of oral testimony shall--
                          (i) prescribe a date, time, and place 
                        at which oral testimony shall be 
                        commenced; and
                          (ii) identify a consumer protection 
                        agency investigator who shall conduct 
                        the investigation and the custodian to 
                        whom the transcript of such 
                        investigation shall be submitted.
                  (G) Service.--
                          (i) Any civil investigative demand 
                        may be served by any consumer 
                        protection agency investigator at any 
                        place within the territorial 
                        jurisdiction of any court of the United 
                        States.
                          (ii) Any such demand or any 
                        enforcement petition filed under this 
                        section may be served upon any person 
                        who is not found within the territorial 
                        jurisdiction of any court of the United 
                        States, in such manner as the Federal 
                        Rules of Civil Procedure prescribe for 
                        service in a foreign nation.
                          (iii) To the extent that the courts 
                        of the United States have authority to 
                        assert jurisdiction over such person 
                        consistent with due process, the United 
                        States District Court for the District 
                        of Columbia shall have the same 
                        jurisdiction to take any action 
                        respecting compliance with this section 
                        by such person that such district court 
                        would have if such person were 
                        personally within the jurisdiction of 
                        such district court.
                  (H) Method of service.--Service of any civil 
                investigative demand or any enforcement 
                petition filed under this section may be made 
                upon a person, including any legal entity, by--
                          (i) delivering a duly executed copy 
                        of such demand or petition to the 
                        individual or to any partner, executive 
                        officer, managing agent, or general 
                        agent of such person, or to any agent 
                        of such person authorized by 
                        appointment or by law to receive 
                        service of process on behalf of such 
                        person;
                          (ii) delivering a duly executed copy 
                        of such demand or petition to the 
                        principal office or place of business 
                        of the person to be served; or
                          (iii) depositing a duly executed copy 
                        in the United States mails, by 
                        registered or certified mail, return 
                        receipt requested, duly addressed to 
                        such person at its principal office or 
                        place of business.
                  (I) Proof of service.--
                          (i) A verified return by the 
                        individual serving any civil 
                        investigative demand or any enforcement 
                        petition filed under this section 
                        setting forth the manner of such 
                        service shall be proof of such service.
                          (ii) In the case of service by 
                        registered or certified mail, such 
                        return shall be accompanied by the 
                        return post office receipt of delivery 
                        of such demand or enforcement petition.
                  (J) Production of documentary material.--The 
                production of documentary material in response 
                to a civil investigative demand shall be made 
                under a sworn certificate, in such form as the 
                demand designates, by the person, if a natural 
                person, to whom the demand is directed or, if 
                not a natural person, by any person having 
                knowledge of the facts and circumstances 
                relating to such production, to the effect that 
                all of the documentary material required by the 
                demand and in the possession, custody, or 
                control of the person to whom the demand is 
                directed has been produced and made available 
                to the custodian.
                  (K) Submission of tangible things.--The 
                submission of tangible things in response to a 
                civil investigative demand shall be made under 
                a sworn certificate, in such form as the demand 
                designates, by the person to whom the demand is 
                directed or, if not a natural person, by any 
                person having knowledge of the facts and 
                circumstances relating to such production, to 
                the effect that all of the tangible things 
                required by the demand and in the possession, 
                custody, or control of the person to whom the 
                demand is directed have been submitted to the 
                custodian.
                  (L) Separate answers.--Each reporting 
                requirement or question in a civil 
                investigative demand shall be answered 
                separately and fully in writing under oath, 
                unless it is objected to, in which event the 
                reasons for the objection shall be stated in 
                lieu of an answer, and it shall be submitted 
                under a sworn certificate, in such form as the 
                demand designates, by the person, if a natural 
                person, to whom the demand is directed or, if 
                not a natural person, by any person responsible 
                for answering each reporting requirement or 
                question, to the effect that all information 
                required by the demand and in the possession, 
                custody, control, or knowledge of the person to 
                whom the demand is directed has been submitted.
                  (M) Testimony.--
                          (i) Procedure.--
                                  (I) Oath and recordation.--
                                Any consumer protection agency 
                                investigator before whom oral 
                                testimony is to be taken shall 
                                put the witness on oath or 
                                affirmation and shall 
                                personally, or by any 
                                individual acting under his 
                                direction and in his presence, 
                                record the testimony of the 
                                witness.
                                  (II) Transcriptions.--The 
                                testimony shall be taken 
                                stenographically and 
                                transcribed.
                                  (III) Copy to custodian.--
                                After the testimony is fully 
                                transcribed, the consumer 
                                protection agency investigator 
                                before whom the testimony is 
                                taken shall promptly transmit a 
                                copy of the transcript of the 
                                testimony to the custodian.
                          (ii) Parties present.--Any consumer 
                        protection agency investigator before 
                        whom oral testimony is to be taken 
                        shall exclude from the place where the 
                        testimony is to be taken all other 
                        persons except the person giving the 
                        testimony, his or her attorney, the 
                        officer before whom the testimony is to 
                        be taken, and any stenographer taking 
                        such testimony.
                          (iii) Location.--The oral testimony 
                        of any person taken pursuant to a civil 
                        investigative demand shall be taken in 
                        the judicial district of the United 
                        States in which such person resides, is 
                        found, or transacts business, or in 
                        such other place as may be agreed upon 
                        by the consumer protection agency 
                        investigator before whom the oral 
                        testimony of such person is to be taken 
                        and such person.
                          (iv) Attorney representation.--
                                  (I) In general.--Any person 
                                compelled to appear under a 
                                civil investigative demand for 
                                oral testimony pursuant to this 
                                section may be accompanied, 
                                represented, and advised by an 
                                attorney.
                                  (II) Confidential advice.--
                                The attorney may advise the 
                                person summoned, in confidence, 
                                either upon the request of such 
                                person or upon the initiative 
                                of the attorney, with respect 
                                to any question asked of such 
                                person.
                                  (III) Objections.--The person 
                                summoned or the attorney may 
                                object on the record to any 
                                question, in whole or in part, 
                                and shall briefly state for the 
                                record the reason for the 
                                objection.
                                  (IV) Refusal to answer.--An 
                                objection may properly be made, 
                                received, and entered upon the 
                                record when it is claimed that 
                                the person summoned is entitled 
                                to refuse to answer the 
                                question on grounds of any 
                                constitutional or other legal 
                                right or privilege, including 
                                the privilege against self-
                                incrimination, but such person 
                                shall not otherwise object to 
                                or refuse to answer any 
                                question, and shall not 
                                otherwise interrupt the oral 
                                examination, directly or 
                                through such person's attorney.
                                  (V) Petition for order.--If 
                                such person refuses to answer 
                                any question, a consumer 
                                protection agency may petition 
                                the district court of the 
                                United States pursuant to this 
                                section for an order compelling 
                                such person to answer such 
                                question.
                                  (VI) Basis for compelling 
                                testimony.--If such person 
                                refuses to answer any question 
                                on grounds of the privilege 
                                against self-incrimination, the 
                                testimony of such person may be 
                                compelled in accordance with 
                                the provisions of section 6004 
                                of title 18, United States 
                                Code.
                          (v) Transcripts.--
                                  (I) Right to examine.--After 
                                the testimony of any witness is 
                                fully transcribed, the consumer 
                                protection agency investigator 
                                shall afford the witness (who 
                                may be accompanied by an 
                                attorney) a reasonable 
                                opportunity to examine the 
                                transcript.
                                  (II) Reading the 
                                transcript.--The transcript 
                                shall be read to or by the 
                                witness, unless such 
                                examination and reading are 
                                waived by the witness.
                                  (III) Request for changes.--
                                Any changes in form or 
                                substance which the witness 
                                desires to make shall be 
                                entered and identified upon the 
                                transcript by the consumer 
                                protection agency investigator 
                                with a statement of the reasons 
                                given by the witness for making 
                                such changes.
                                  (IV) Signature.--The 
                                transcript shall be signed by 
                                the witness, unless the witness 
                                in writing waives the signing, 
                                is ill, cannot be found, or 
                                refuses to sign.
                                  (V) Consumer protection 
                                agency action in lieu of 
                                signature.--If the transcript 
                                is not signed by the witness 
                                during the 30-day period 
                                following the date upon which 
                                the witness is first afforded a 
                                reasonable opportunity to 
                                examine it, the consumer 
                                protection agency investigator 
                                shall sign the transcript and 
                                state on the record the fact of 
                                the waiver, illness, absence of 
                                the witness, or the refusal to 
                                sign, together with any reasons 
                                given for the failure to sign.
                          (vi) Certification by investigator.--
                        The consumer protection agency 
                        investigator shall certify on the 
                        transcript that the witness was duly 
                        sworn by the investigator and that the 
                        transcript is a true record of the 
                        testimony given by the witness, and the 
                        consumer protection agency investigator 
                        shall promptly deliver the transcript 
                        or send it by registered or certified 
                        mail to the custodian.
                          (vii) Copy of transcript.--The 
                        consumer protection agency investigator 
                        shall furnish a copy of the transcript 
                        (upon payment of reasonable charges for 
                        the transcript) to the witness only, 
                        except that the consumer protection 
                        agency may for good cause limit such 
                        witness to inspection of the official 
                        transcript of his testimony.
                          (viii) Witness fees.--Any witness 
                        appearing for the taking of oral 
                        testimony pursuant to a civil 
                        investigative demand shall be entitled 
                        to the same fees and mileage which are 
                        paid to witnesses in the district 
                        courts of the United States.
          (3) Confidential treatment of demand material.--
                  (A) In general.--Materials received as a 
                result of a civil investigative demand shall be 
                subject to requirements and procedures 
                regarding confidentiality, in accordance with 
                regulations established by the consumer 
                protection agency.
                  (B) Disclosure to congress.--No regulation 
                established by a consumer protection agency 
                regarding the confidentiality of materials 
                submitted to, or otherwise obtained by, the 
                consumer protection agency shall be intended to 
                prevent disclosure to either House of Congress 
                or to an appropriate committee of the Congress, 
                except that the consumer protection agency may 
                prescribe regulations allowing prior notice to 
                any party that owns or otherwise provided the 
                material to the consumer protection agency and 
                has designated such material as confidential.
          (4) Petition for enforcement.--
                  (A) In general.--Whenever any person fails to 
                comply with any civil investigative demand duly 
                served upon such person under this section, or 
                whenever satisfactory copying or reproduction 
                of material requested pursuant to the demand 
                cannot be accomplished and such person refuses 
                to surrender such material, the consumer 
                protection agency, through such officers or 
                attorneys as it may designate, may file, in the 
                district court of the United States for any 
                judicial district in which such person resides, 
                is found, or transacts business, and serve upon 
                such person, a petition for an order of such 
                court for the enforcement of this section.
                  (B) Service of process.--All process of any 
                court to which application may be made as 
                provided in this subsection may be served in 
                any judicial district.
          (5) Petition for order modifying or setting aside 
        demand.--
                  (A) In general.--Not later than 20 days after 
                the service of any civil investigative demand 
                upon any person under subsection (b), or at any 
                time before the return date specified in the 
                demand, whichever period is shorter, or within 
                such period exceeding 20 days after service or 
                in excess of such return date as may be 
                prescribed in writing, subsequent to service, 
                by any consumer protection agency investigator 
                named in the demand, such person may file with 
                the consumer protection agency a petition for 
                an order by the consumer protection agency 
                modifying or setting aside the demand.
                  (B) Compliance during pendency.--The time 
                permitted for compliance with the demand in 
                whole or in part, as deemed proper and ordered 
                by the consumer protection agency, shall not 
                run during the pendency of such petition at the 
                consumer protection agency, except that such 
                person shall comply with any portions of the 
                demand not sought to be modified or set aside.
                  (C) Specific grounds.--Such petition shall 
                specify each ground upon which the petitioner 
                relies in seeking such relief, and may be based 
                upon any failure of the demand to comply with 
                the provisions of this section, or upon any 
                constitutional or other legal right or 
                privilege of such person.
          (6) Custodial control.--At any time during which any 
        custodian is in custody or control of any documentary 
        material, tangible things, reports, answers to 
        questions, or transcripts of oral testimony given by 
        any person in compliance with any civil investigative 
        demand, such person may file, in the district court of 
        the United States for the judicial district within 
        which the office of such custodian is situated, and 
        serve upon such custodian, a petition for an order of 
        such court requiring the performance by such custodian 
        of any duty imposed upon such custodian by this section 
        or regulation prescribed by the consumer protection 
        agency.
          (7) Jurisdiction of court.--
                  (A) In general.--Whenever any petition is 
                filed in any district court of the United 
                States under this section, such court shall 
                have jurisdiction to hear and determine the 
                matter so presented, and to enter such order or 
                orders as may be required to carry into effect 
                the provisions of this section.
                  (B) Appeal.--Any final order so entered shall 
                be subject to appeal pursuant to section 1291 
                of title 28, United States Code.
  (c) Hearings and Adjudication Proceedings.--
          (1) In general.--A consumer protection agency may 
        conduct hearings and adjudication proceedings with 
        respect to any person in the manner prescribed by 
        chapter 5 of title 5, United States Code in order to 
        ensure or enforce compliance with--
                  (A) the provisions of this title, including 
                any regulations prescribed by the consumer 
                protection agency under this title; and
                  (B) any other Federal law that the consumer 
                protection agency is authorized to enforce, 
                including a consumer protection law, and any 
                regulations or order prescribed thereunder, 
                unless such Federal law specifically limits the 
                consumer protection agency from conducting a 
                hearing or adjudication proceeding and only to 
                the extent of such limitation.
          (2) Special rules for cease-and-desist proceedings.--
                  (A) Issuance.--
                          (i) Notice of charges.--If, in the 
                        opinion of a consumer protection 
                        agency, any covered person is engaging 
                        or has engaged in an activity that 
                        violates a law, regulation, or any 
                        condition imposed in writing on the 
                        person by the consumer protection 
                        agency, the consumer protection agency 
                        may issue and serve upon the person a 
                        notice of charges with respect to such 
                        violation.
                          (ii) Contents of notice.--The notice 
                        shall contain a statement of the facts 
                        constituting any alleged violation and 
                        shall fix a time and place at which a 
                        hearing will be held to determine 
                        whether an order to cease-and-desist 
                        there from should issue against the 
                        person.
                          (iii) Time of hearing.--A hearing 
                        under this subsection shall be fixed 
                        for a date not earlier than 30 days nor 
                        later than 60 days after service of 
                        such notice unless an earlier or a 
                        later date is set by the consumer 
                        protection agency at the request of any 
                        party so served.
                          (iv) Nonappearance deemed to be 
                        consent to order.--Unless the party or 
                        parties so served shall appear at the 
                        hearing personally or by a duly 
                        authorized representative, they shall 
                        be deemed to have consented to the 
                        issuance of the cease-and-desist order.
                          (v) Issuance of order.--In the event 
                        of such consent, or if upon the record 
                        made at any such hearing, the consumer 
                        protection agency shall find that any 
                        violation specified in the notice of 
                        charges has been established, the 
                        consumer protection agency may issue 
                        and serve upon the person an order to 
                        cease-and-desist from any such 
                        violation or practice.
                          (vi) Includes requirement for 
                        corrective action.--Such order may, by 
                        provisions which may be mandatory or 
                        otherwise, require the person to cease-
                        and-desist from the same, and, further, 
                        to take affirmative action to correct 
                        the conditions resulting from any such 
                        violation.
                  (B) Effectiveness of order.--A cease-and-
                desist order shall take effect at the end of 
                the 30-day period beginning on the date of the 
                service of such order upon the covered person 
                concerned (except in the case of a cease-and-
                desist order issued upon consent, which shall 
                take effect at the time specified therein), and 
                shall remain effective and enforceable as 
                provided therein, except to such extent as it 
                is stayed, modified, terminated, or set aside 
                by action of the consumer protection agency or 
                a reviewing court.
                  (C) Decision and appeal.--
                          (i) Place of and procedures for 
                        hearing.--Any hearing provided for in 
                        this subsection shall be held in the 
                        Federal judicial district or in the 
                        territory in which the residence or 
                        home office of the person is located 
                        unless the person consents to another 
                        place, and shall be conducted in 
                        accordance with the provisions of 
                        chapter 5 of title 5 of the United 
                        States Code.
                          (ii) Time limit for decision.--After 
                        such hearing, and within 90 days after 
                        the consumer protection agency has 
                        notified the parties that the case has 
                        been submitted to it for final 
                        decision, the consumer protection 
                        agency shall--
                                  (I) render its decision 
                                (which shall include findings 
                                of fact upon which its decision 
                                is predicated) and shall issue; 
                                and
                                  (II) serve upon each party to 
                                the proceeding an order or 
                                orders consistent with the 
                                provisions of this section. 
                                Judicial review of any such 
                                order shall be exclusively as 
                                provided in this subsection.
                          (iii) Modification of order 
                        generally.--Unless a petition for 
                        review is timely filed in a court of 
                        appeals of the United States, as 
                        hereinafter provided in subparagraph 
                        (D), and thereafter until the record in 
                        the proceeding has been filed as so 
                        provided, the consumer protection 
                        agency may at any time, upon such 
                        notice and in such manner as it shall 
                        deem proper, modify, terminate, or set 
                        aside any such order.
                          (iv) Modification of order after 
                        filing record on appeal.--Upon such 
                        filing of the record, the consumer 
                        protection agency may modify, 
                        terminate, or set aside any such order 
                        with permission of the court.
                  (D) Appeal to court of appeals.--
                          (i) In general.--Any party to any 
                        proceeding under this subsection may 
                        obtain a review of any order served 
                        pursuant to this subsection (other than 
                        an order issued with the consent of the 
                        person concerned) by the filing in the 
                        court of appeals of the United States 
                        for the circuit in which the principal 
                        office of the covered person is 
                        located, or in the United States Court 
                        of Appeals for the District of Columbia 
                        Circuit, within 30 days after the date 
                        of service of such order, a written 
                        petition praying that the order of the 
                        consumer protection agency be modified, 
                        terminated, or set aside.
                          (ii) Transmittal of copy to the 
                        consumer protection agency.--A copy of 
                        such petition shall be forthwith 
                        transmitted by the clerk of the court 
                        to the consumer protection agency, and 
                        thereupon the consumer protection 
                        agency shall file in the court the 
                        record in the proceeding, as provided 
                        in section 2112 of title 28, United 
                        States Code.
                          (iii) Jurisdiction of court.--Upon 
                        the filing of such petition, such court 
                        shall have jurisdiction, which upon the 
                        filing of the record shall except as 
                        otherwise provided be exclusive, to 
                        affirm, modify, terminate, or set 
                        aside, in whole or in part, the order 
                        of the consumer protection agency.
                          (iv) Scope of review.--Review of such 
                        proceedings shall be had as provided in 
                        chapter 7 of title 5, United States 
                        Code.
                          (v) Finality.--The judgment and 
                        decree of the court shall be final, 
                        except that the same shall be subject 
                        to review by the Supreme Court upon 
                        certiorari, as provided in section 1254 
                        of title 28, United States Code.
                  (E) No stay.--The commencement of proceedings 
                for judicial review under subparagraph (D) 
                shall not, unless specifically ordered by the 
                court, operate as a stay of any order issued by 
                the agency.
          (3) Special rules for temporary cease-and-desist 
        proceedings.--
                  (A) Issuance.--
                          (i) In general.--Whenever the 
                        consumer protection agency determines 
                        that the violation specified in the 
                        notice of charges served upon a person 
                        pursuant to paragraph (2), or the 
                        continuation thereof, is likely to 
                        cause the person to be insolvent or 
                        otherwise prejudice the interests of 
                        consumers before the completion of the 
                        proceedings conducted pursuant to 
                        paragraph (2), the consumer protection 
                        agency may issue a temporary order 
                        requiring the covered person to cease-
                        and-desist from any such violation or 
                        practice and to take affirmative action 
                        to prevent or remedy such insolvency or 
                        other condition pending completion of 
                        such proceedings.
                          (ii) Other requirements.--Any 
                        temporary order issued under this 
                        paragraph may include any requirement 
                        authorized under this section.
                          (iii) Effect date of order.--Any 
                        temporary order issued under this 
                        paragraph shall take effect upon 
                        service upon the person and, unless set 
                        aside, limited, or suspended by a court 
                        in proceedings authorized by 
                        subparagraph (B), shall remain 
                        effective and enforceable pending the 
                        completion of the administrative 
                        proceedings pursuant to such notice and 
                        until such time as the consumer 
                        protection agency shall dismiss the 
                        charges specified in such notice, or if 
                        a cease-and-desist order is issued 
                        against the person, until the effective 
                        date of such order.
                  (B) Appeal.--Within 10 days after the person 
                concerned has been served with a temporary 
                cease-and-desist order, the person may apply to 
                the United States district court for the 
                judicial district in which the home office of 
                the covered person is located, or the United 
                States District Court for the District of 
                Columbia, for an injunction setting aside, 
                limiting, or suspending the enforcement, 
                operation, or effectiveness of such order 
                pending the completion of the administrative 
                proceedings pursuant to the notice of charges 
                served upon the person under paragraph (2), and 
                such court shall have jurisdiction to issue 
                such injunction.
                  (C) Incomplete or inaccurate records.--
                          (i) Temporary order.--If a notice of 
                        charges served under paragraph (2) 
                        specifies, on the basis of particular 
                        facts and circumstances, that a 
                        person's books and records are so 
                        incomplete or inaccurate that the 
                        consumer protection agency is unable to 
                        determine the financial condition of 
                        that person or the details or purpose 
                        of any transaction or transactions that 
                        may have a material effect on the 
                        financial condition of that person, the 
                        consumer protection agency may issue a 
                        temporary order requiring--
                                  (I) the cessation of any 
                                activity or practice which gave 
                                rise, whether in whole or in 
                                part, to the incomplete or 
                                inaccurate state of the books 
                                or records; or
                                  (II) affirmative action to 
                                restore such books or records 
                                to a complete and accurate 
                                state, until the completion of 
                                the proceedings under 
                                paragraph(2)(A).
                          (ii) Effective period.--Any temporary 
                        order issued under clause (i)--
                                  (I) shall take effect upon 
                                service; and
                                  (II) unless set aside, 
                                limited, or suspended by a 
                                court in proceedings under 
                                subparagraph (B), shall remain 
                                in effect and enforceable until 
                                the earlier of--
                                          (aa) the completion 
                                        of the proceeding 
                                        initiated under 
                                        paragraph (2) in 
                                        connection with the 
                                        notice of charges; or
                                          (bb) the date the 
                                        consumer protection 
                                        agency determines, by 
                                        examination or 
                                        otherwise, that the 
                                        person's books and 
                                        records are accurate 
                                        and reflect the 
                                        financial condition of 
                                        the person.
          (4) Special rules for enforcement of orders.--
                  (A) In general.--The consumer protection 
                agency may in its discretion apply to the 
                United States district court within the 
                jurisdiction of which the principal office of 
                the covered person is located, for the 
                enforcement of any effective and outstanding 
                notice or order issued under this section, and 
                such court shall have jurisdiction and power to 
                order and require compliance herewith.
                  (B) Exception.--Except as otherwise provided 
                in this subsection, no court shall have 
                jurisdiction to affect by injunction or 
                otherwise the issuance or enforcement of any 
                notice or order or to review, modify, suspend, 
                terminate, or set aside any such notice or 
                order.
          (5) Regulations.--The consumer protection agencies 
        shall prescribe regulations establishing such 
        procedures as may be necessary to carry out this 
        section.
  (d) Litigation Authority.--
          (1) In general.--If any person violates a provision 
        of this title, any consumer protection law or any 
        regulation prescribed or order issued by a consumer 
        protection agency, the CFPS, or the Council under this 
        title or pursuant to any such authority, a consumer 
        protection agency may commence a civil action against 
        such person to impose a civil penalty or to seek all 
        appropriate legal or equitable relief including a 
        permanent or temporary injunction as permitted by law.
          (2) Representation.--A consumer protection agency may 
        act in its own name and through its own attorneys in 
        enforcing any provision of this title, regulations 
        under this title, or any other law or regulation, or in 
        any action, suit, or proceeding to which the consumer 
        protection agency is a party.
          (3) Compromise of actions.--A consumer protection 
        agency may compromise or settle any action if such 
        compromise is approved by the court.
          (4) Notice to the attorney general.--When commencing 
        a civil action under this title, any consumer 
        protection law or any regulation thereunder, a consumer 
        protection agency shall notify the Attorney General.
          (5) Forum.--Any civil action brought under this title 
        may be brought in a United States district court or in 
        any court of competent jurisdiction of a State in a 
        district in which the defendant is located or resides 
        or is doing business, and such court shall have 
        jurisdiction to enjoin such person and to require 
        compliance with this title, any consumer protection law 
        or any regulation prescribed or order issued by a 
        consumer protection agency, the CFPS, or the Council 
        under this title or pursuant to any such authority.
          (6) Time for bringing action.--
                  (A) In general.--Except as otherwise 
                permitted by law, no action may be brought 
                under this title more than 3 years after the 
                violation to which an action relates.
                  (B) Limitations under other federal laws.--
                          (i) For purposes of this subsection, 
                        an action arising under this title 
                        shall not include claims arising solely 
                        under consumer protection laws.
                          (ii) In any action arising solely 
                        under a consumer protection law, a 
                        consumer protection agency may 
                        commence, defend, or intervene in the 
                        action in accordance with the 
                        requirements of that law, as 
                        applicable.
  (e) Relief Available.--
          (1) Administrative proceedings or court actions.--
                  (A) Jurisdiction.--The court (or consumer 
                protection agency, as the case may be) in an 
                action or adjudication proceeding brought under 
                this title or any consumer protection law shall 
                have jurisdiction to grant any appropriate 
                legal or equitable relief with respect to a 
                violation of this title or any consumer 
                protection law, including a violation of a 
                regulation prescribed or order issued under 
                this title or any consumer protection law.
                  (B) Relief.--Such relief may include--
                          (i) rescission or reformation of 
                        contracts;
                          (ii) refund of moneys or return of 
                        real property;
                          (iii) restitution;
                          (iv) compensation for unjust 
                        enrichment;
                          (v) payment of damages;
                          (vi) public notification regarding 
                        the violation, including the costs of 
                        notification;
                          (vii) limits on the activities or 
                        functions of the person; and
                          (viii) civil money penalties, as set 
                        forth more fully in paragraph (4).
                  (C) No exemplary or punitive damages.--
                Nothing in this paragraph shall be construed as 
                authorizing the imposition of exemplary or 
                punitive damages.
          (2) Recovery of costs.--In any action brought by a 
        consumer protection agency to enforce any provision of 
        this title, any consumer protection law, or any 
        regulation prescribed or order issued by a consumer 
        protection agency, the CFPS, or the Council under this 
        title or pursuant to any such authority, a consumer 
        protection agency may recover its costs in connection 
        with prosecuting such action if the consumer protection 
        agency is the prevailing party in the action.
          (3) Civil money penalty in court and administrative 
        actions.--
                  (A) Any person that violates any provision of 
                this title, any consumer protection law, or any 
                regulation prescribed or order issued by a 
                consumer protection agency, the CFPS, or the 
                Council under this title shall forfeit and pay 
                a civil penalty pursuant to this paragraph 
                determined as follows:
                          (i) First tier.--For any violation of 
                        a final order or condition imposed in 
                        writing by a consumer protection 
                        agency, a civil penalty shall not 
                        exceed $5,000 for each day during which 
                        such violation continues.
                          (ii) Second tier.--Notwithstanding 
                        clause (i), for any person that 
                        knowingly violates this title, any 
                        consumer protection law, or any 
                        regulation prescribed or order issued 
                        by a consumer protection agency, the 
                        CFPS, or the Council under this title, 
                        a civil penalty shall not exceed 
                        $1,000,000 for each day during which 
                        such violation continues.
                  (B) Mitigating factors.--In determining the 
                amount of any penalty assessed under 
                subparagraph (A), the consumer protection 
                agency or the court shall take into account the 
                appropriateness of the penalty with respect 
                to--
                          (i) the size of financial resources 
                        and good faith of the person charged;
                          (ii) the gravity of the violation;
                          (iii) the severity of the risks to or 
                        losses of the consumer, which may take 
                        into account the number of products or 
                        services sold or provided;
                          (iv) the history of previous 
                        violations; and
                          (v) such other matters as justice may 
                        require.
                  (C) Authority to modify or remit penalty.--
                The consumer protection agency may compromise, 
                modify, or remit any penalty which may be 
                assessed or had already been assessed under 
                subparagraph (A). The amount of such penalty, 
                when finally determined, shall be exclusive of 
                any sums owed by the person to the United 
                States in connection with the costs of the 
                proceeding, and may be deducted from any sums 
                owing by the United States to the person 
                charged.
                  (D) Notice and hearing.--No civil penalty may 
                be assessed with respect to a violation of this 
                title, any consumer protection law, or any 
                regulation prescribed or order issued by a 
                consumer protection agency, the CFPS, or the 
                Council, unless--
                          (i) the consumer protection agency 
                        gives notice and an opportunity for a 
                        hearing to the person accused of the 
                        violation; or
                          (ii) the appropriate court has 
                        ordered such assessment and entered 
                        judgment in favor of the consumer 
                        protection agency.
  (f) Referrals for Criminal Proceedings.--Whenever a consumer 
protection agency obtains evidence that any person, either 
domestic or foreign, has engaged in conduct that may constitute 
a violation of Federal criminal law, the consumer protection 
agency shall have the power to transmit such evidence to the 
Attorney General, who may institute criminal proceedings under 
appropriate law. Nothing in this section affects any other 
authority of the consumer protection agency to disclose 
information.
  (g) Employee Protection.--
          (1) In general.--No person shall terminate or in any 
        other way discriminate against, or cause to be 
        terminated or discriminated against, any employee or 
        any authorized representative of employees by reason of 
        the fact that such employee or representative has 
        provided information to a consumer protection agency, 
        the CFPS, or the Council, filed, instituted or caused 
        to be filed or instituted any proceeding under this 
        title, any consumer protection law, or has testified or 
        is about to testify in any proceeding resulting from 
        the administration or enforcement of the provisions of 
        this title.
          (2) Consumer protection agency review of 
        termination.--
                  (A) Application for review.--Any employee or 
                representative of employees who believes that 
                he has been terminated or otherwise 
                discriminated against by any person in 
                violation of paragraph (1) may, within 45 days 
                after such alleged violated occurs, apply to a 
                consumer protection agency for review of such 
                termination or alleged discrimination.
                  (B) Copy to respondent.--A copy of the 
                application shall be sent to the person who is 
                alleged to have terminated or otherwise 
                discriminated against an employee, and such 
                person shall be the respondent.
                  (C) Investigation.--Upon receipt of such 
                application, the consumer protection agency 
                shall cause such investigation to be made as 
                the consumer protection agency deems 
                appropriate.
                  (D) Hearing.--Any investigation under this 
                paragraph shall provide an opportunity for a 
                public hearing at the request of any party to 
                such review to enable the parties to present 
                information relating to such alleged violation.
                  (E) Notice of time and place for hearing.--
                The parties shall be given written notice of 
                the time and place of the hearing at least 5 
                days prior to the hearing.
                  (F) Procedure.--Any hearing under this 
                paragraph shall be of record and shall be 
                subject to section 554 of title 5, United 
                States Code.
                  (G) Determination.--
                          (i) In general.--Upon receiving the 
                        report of such investigation, the 
                        consumer protection agency shall make 
                        findings of fact.
                          (ii) Issuance of decision.--If the 
                        consumer protection agency finds that 
                        there is sufficient evidence in the 
                        record to conclude that such a 
                        violation did occur, the consumer 
                        protection agency shall issue a 
                        decision, incorporating an order 
                        therein and the consumer protection 
                        agency's findings, requiring the party 
                        committing such violation to take such 
                        affirmative action to abate the 
                        violation as the consumer protection 
                        agency deems appropriate, including 
                        reinstating or rehiring the employee or 
                        representative of employees to the 
                        former position with compensation.
                          (iii) Denial of application.--If the 
                        consumer protection agency finds 
                        insufficient evidence to support the 
                        allegations made in the application, 
                        the consumer protection agency shall 
                        deny the application.
                  (H) Judicial review.--An order issued by the 
                consumer protection agency under this paragraph 
                (2) shall be subject to judicial review in the 
                same manner as orders and decisions are subject 
                to judicial review under this title or any 
                consumer protection law.
          (3) Costs and expenses.--Whenever an order is issued 
        under this subsection to abate such violation, at the 
        request of the applicant a sum equal to the aggregate 
        amount of all costs and expenses (including attorney's 
        fees) determined by the consumer protection agency to 
        have been reasonably incurred by the applicant for, or 
        in connection with, the application and prosecution of 
        such proceedings shall be assessed against the person 
        committing such violation.
          (4) Exception.--This subsection shall not apply to 
        any employee who acting without discretion from the 
        employer of such employee (or the employer's agent) 
        deliberately violates any requirement of this title or 
        any consumer protection law.
  (h) Exclusion for Persons Regulated by a State Insurance 
Regulator.--
          (1) In general.--No provision of this title shall be 
        construed as altering, amending, or affecting the 
        authority of any State insurance regulator to adopt 
        rules, initiate enforcement proceedings, or take any 
        other action with respect to a person regulated by any 
        State insurance regulator. Except as provided in 
        paragraphs (2) and (3), the Council and the CFPS shall 
        have no authority to exercise any power to enforce this 
        title with respect to a person regulated by any State 
        insurance regulator.
          (2) Description of activities.--Paragraph (1) shall 
        not apply to any person described in such paragraph to 
        the extent such person is engaged in any financial 
        activity described in any subparagraph of section 
        4018(15) or is otherwise subject to any of the 
        enumerated consumer laws or the authorities transferred 
        under section 4018(6).
          (3) Preservation of certain authorities.--Nothing in 
        this title shall be construed as limiting the authority 
        of the Council or the CFPS from exercising powers under 
        this Act with respect to a person, other than a person 
        regulated by a State insurance regulator, who provides 
        a product or service for or on behalf of a person 
        regulated by a State insurance regulator in connection 
        with a financial activity.

SEC. 4016. COLLECTION OF DEPOSIT ACCOUNT DATA.

  (a) Purpose.--The purpose of this section is to promote 
awareness and understanding of the access of individuals and 
communities to financial services, and to identify business and 
community development needs and opportunities.
  (b) In General.--
          (1) Records required.--For each branch, automated 
        teller machine at which deposits are accepted, and 
        other deposit taking service facility with respect to 
        any financial institution, the financial institution 
        shall maintain records of the number and dollar amounts 
        of deposit accounts of customers.
          (2) Geo-coded addresses of depositors.--The 
        customers' addresses maintained pursuant to paragraph 
        (1) shall be geo-coded so that data shall be collected 
        regarding the census tracts of the residence or 
        business location of the customers.
          (3) Identification of depositor type.--In maintaining 
        records on any deposit account under this section, the 
        financial institution shall also record whether the 
        deposit account is for a residential or commercial 
        customer.
          (4) Public availability.--
                  (A) In general.--The following information 
                shall be publicly available on an annual 
                basis--
                          (i) the address and census tracts of 
                        each branch, automated teller machine 
                        at which deposits are accepted, and 
                        other deposit taking service facility 
                        with respect to any financial 
                        institution;
                          (ii) the type of deposit account 
                        including whether the account was a 
                        checking or savings account; and
                          (iii) data on the number and dollar 
                        amounts of the accounts, presented by 
                        census tract location of the 
                        residential and commercial customers.
                  (B) Protection of identity.--In the publicly 
                available data, any personally identifiable 
                data element shall be removed so as to protect 
                the identities of the commercial and 
                residential customers.
  (c) Availability of Information.--
          (1) Submission to agencies.--The data required to be 
        compiled and maintained under this section by any 
        financial institution shall be submitted annually to 
        the a Federal banking agency, in accordance with rules 
        prescribed by the Federal banking agencies.
          (2) Availability of information.--Information 
        compiled and maintained under this section shall be 
        retained for not less than 3 years after the date of 
        preparation and shall be made available to the public, 
        upon request, in the form required under rules 
        prescribed by the Federal banking agencies.
  (d) Federal Banking Agency Use.--The Federal banking 
agencies--
          (1) shall assess the distribution of residential and 
        commercial accounts at such financial institution 
        across income and minority level of census tracts; and
          (2) may use the data for any other purpose as 
        permitted by law.
  (e) Regulations and Guidance.--
          (1) In general.--The Federal banking agencies shall 
        prescribe such regulations and issue guidance as may be 
        necessary to carry out, enforce, and compile data 
        pursuant to this section.
          (2) Data compilation regulations.--The Federal 
        banking agencies shall prescribe regulations regarding 
        the provision of data compiled under this section to 
        such agencies to carry out the purposes of this section 
        and shall issue guidance to financial institutions 
        regarding measures to facilitate compliance with the 
        this section and the requirements of regulations 
        prescribed under this section.
  (f) Definitions.--For purposes of this section, and 
notwithstanding section 4018, the following definitions shall 
apply:
          (1) Credit union.--The term ``credit union'' means a 
        Federal credit union or a State-chartered credit union 
        (as such terms are defined in section 101 of the 
        Federal Credit Union Act).
          (2) Deposit account.--The term ``deposit account'' 
        includes any checking account, savings account, credit 
        union share account, and other type of account as 
        defined by the consumer protection agencies.
          (3) Federal banking agency.--The term ``Federal 
        banking agency'' means the Board of Governors of the 
        Federal Reserve System, the head of the agency 
        responsible for chartering and regulating national 
        banks, the Director of the Office of Thrift 
        Supervision, the Federal Deposit Insurance Corporation, 
        and the National Credit Union Administration; and the 
        term ``Federal banking agencies'' means all of those 
        agencies.
          (4) Financial institution.--The term ``financial 
        institution''--
                  (A) has the meaning given to the term 
                ``insured depository institution'' in section 
                3(c)(2) of the Federal Deposit Insurance Act; 
                and
                  (B) includes any credit union.

SEC. 4017. CONFIDENTIALITY.

  The Council, the Financial Institutions Examination Council, 
the CFPS, and the consumer protection agencies shall each issue 
regulations regarding the confidential treatment of information 
obtained from persons in connection with the exercise of such 
entity's authorities under this title. Such regulations shall, 
to the extent practicable, mirror the provisions provided for 
the confidential treatment of financial records under the Right 
to Financial Privacy Act of 1978 (12 U.S.C. 3401).

SEC. 4018. DEFINITIONS.

  For purposes of this title:
          (1) Affiliate.--The term ``affiliate'' means any 
        person that controls, is controlled by, or is under 
        common control with another person.
          (2) Board of governors.--The term ``Board of 
        Governors'' means the Board of Governors of the Federal 
        Reserve System.
          (3) CFPS.--The term ``CFPS'' means the Consumer 
        Financial Protection Subcommittee established under 
        section 4003.
          (4) Consumer.--The term ``consumer'' means an 
        individual or an agent, trustee, or representative 
        acting on behalf of an individual.
          (5) Consumer financial product or service.--The term 
        ``consumer financial product or service'' means any 
        financial product or service to be used by a consumer 
        primarily for personal, family, or household purposes.
          (6) Consumer protection laws.--The term ``consumer 
        protection laws'' means each of the following:
                  (A) The Alternative Mortgage Transaction 
                Parity Act (12 U.S.C. 3801 et seq.).
                  (B) The Electronic Funds Transfer Act (15 
                U.S.C. 1693 et seq.)
                  (C) The Equal Credit Opportunity Act (15 
                U.S.C. 1691 et seq.).
                  (D) The Fair Credit Reporting Act (15 U.S.C. 
                1681 et seq.), except with respect to sections 
                615(e), 624, and 628.
                  (E) The Fair Debt Collection Practices Act 
                (15 U.S.C. 1692 et seq.).
                  (F) Subsections (c), (d), (e), and (f) of 
                section 43 of the Federal Deposit Insurance Act 
                (12 U.S.C. 1831t).
                  (G) Sections 502, 503, 504, 505, 506, 507, 
                508, and 509 of the Gramm-Leach-Bliley Act (15 
                U.S.C. 6802 et seq.).
                  (H) The Home Mortgage Disclosure Act (12 
                U.S.C. 2801 et seq.).
                  (I) The Real Estate Settlement Procedures Act 
                (12 U.S.C. 2601 et seq.).
                  (J) The Secure and Fair Enforcement for 
                Mortgage Licensing Act (12 U.S.C. 5101 et 
                seq.).
                  (K) The Truth in Lending Act (15 U.S.C. 1601 
                et seq.).
                  (L) The Truth in Savings Act (12 U.S.C. 4301 
                et seq.).
          (7) Consumer protection agency.--Except as provided 
        in section 4015, the term ``consumer protection 
        agency'' means--
                  (A) the Federal Reserve System;
                  (B) the Office of the Comptroller of the 
                Currency;
                  (C) the Office of Thrift Supervision;
                  (D) the Federal Deposit Insurance 
                Corporation;
                  (E) the Federal Trade Commission;
                  (F) the National Credit Union Administration;
                  (G) the Department of the Treasury;
                  (H) the Department of Housing and Urban 
                Development;
                  (I) the Securities and Exchange Commission; 
                and
                  (J) the Commodity Futures Trading Commission.
          (8) Council.--The term ``council'' means the Consumer 
        Financial Protection Council established under section 
        2.
          (9) Covered person.--
                  (A) In general.--The term ``covered person'' 
                means--
                          (i) any person who engages directly 
                        or indirectly in a financial activity, 
                        in connection with the provision of a 
                        consumer financial product or service; 
                        or
                          (ii) any person who, in connection 
                        with the provision of a consumer 
                        financial product or service, provides 
                        a material service to, or processes a 
                        transaction on behalf of, a person 
                        described in subparagraph (A).
                  (B) Exception.--The term ``covered person'' 
                does not include a person regulated by a State 
                insurance regulator.
          (10) Credit.--The term ``credit'' means the right 
        granted by a person to a consumer to defer payment of a 
        debt, incur debt and defer its payment, or purchase 
        property or services and defer payment for such 
        purchase.
          (11) Credit union.--The term ``credit union'' means a 
        Federal credit union, State credit union, or State-
        chartered credit union as defined in section 101 of the 
        Federal Credit Union Act (12 U.S.C. 1752).
          (12) Deposit.--The term ``deposit''--
                  (A) has the same meaning as in section 3(l) 
                of the Federal Deposit Insurance Act; and
                  (B) includes a share in a member account (as 
                defined in section 101(5) of the Federal Credit 
                Union Act) at a credit union.
          (13) Deposit-taking activity.--The term ``deposit-
        taking activity'' means--
                  (A) the acceptance of deposits, the provision 
                of other services related to the acceptance of 
                deposits, or the maintenance of deposit 
                accounts;
                  (B) the acceptance of money, the provision of 
                other services related to the acceptance of 
                money, or the maintenance of members' share 
                accounts by a credit union; or
                  (C) the receipt of money or its equivalent, 
                as a consumer protection agency may determine 
                by regulation or order, received or held by the 
                covered person (or an agent for the person) for 
                the purpose of facilitating a payment or 
                transferring funds or value of funds by a 
                consumer to a third party.
        For the purposes of this title, the consumer protection 
        agencies may determine that the term ``deposit-taking 
        activity'' includes the receipt of money or its 
        equivalent in connection with the sale or issuance of 
        any payment instrument or stored value product or 
        service.
          (14) Federal banking agency.--The term ``Federal 
        banking agency'' means the Board of Governors, the 
        Comptroller of the Currency, the Director of the Office 
        of Thrift Supervision, the Federal Deposit Insurance 
        Corporation, or the National Credit Union 
        Administration and the term ``Federal banking 
        agencies'' means all of those agencies.
          (15) Financial activity.--The term ``financial 
        activity'' means any of the following activities:
                  (A) Deposit-taking activities.
                  (B) Extending credit and servicing loans, 
                including--
                          (i) acquiring, brokering, or 
                        servicing loans or other extensions of 
                        credit;
                          (ii) engaging in any other activity 
                        usual in connection with extending 
                        credit or servicing loans, including 
                        performing appraisals of real estate 
                        and personal property and selling or 
                        servicing credit insurance or mortgage 
                        insurance.
                  (C) Check-guaranty services, including--
                          (i) authorizing a subscribing 
                        merchant to accept personal checks 
                        tendered by the merchant's customers in 
                        payment for goods and services; and
                          (ii) purchasing from a subscribing 
                        merchant validly authorized checks that 
                        are subsequently dishonored.
                  (D) Collecting, analyzing, maintaining, and 
                providing consumer report information or other 
                account information by covered persons, 
                including information relating to the credit 
                history of consumers and providing the 
                information to a credit grantor who is 
                considering a consumer application for credit 
                or who has extended credit to the borrower.
                  (E) Collection of debt related to any 
                consumer financial product or service.
                  (F) Providing real estate settlement 
                services, including providing title insurance.
                  (G) Leasing personal or real property or 
                acting as agent, broker, or adviser in leasing 
                such property if--
                          (i) the lease is on a non-operating 
                        basis;
                          (ii) the initial term of the lease is 
                        at least 90 days; and
                          (iii) in the case of leases involving 
                        real property, at the inception of the 
                        initial lease, the transaction is 
                        intended to result in ownership of the 
                        leased property to be transferred to 
                        the lessee, subject to standards 
                        prescribed by the consumer protection 
                        agencies.
                  (H) Acting as an investment adviser to any 
                person (not subject to regulation by or 
                required to register with the Commodity Futures 
                Trading Commission or the Securities and 
                Exchange Commission).
                  (I) Acting as financial adviser to any 
                person, including--
                          (i) providing financial and other 
                        related advisory services;
                          (ii) providing educational courses, 
                        and instructional materials to 
                        consumers on individual financial 
                        management matters; or
                          (iii) providing credit counseling, 
                        tax-planning or tax-preparation 
                        services to any person.
                  (J) Financial data processing, including 
                providing data processing and data transmission 
                services, facilities (including data processing 
                and data transmission hardware, software, 
                documentation, or operating personnel), 
                databases, advice, and access to such services, 
                facilities, or databases by any technological 
                means, if--
                          (i) the data to be processed or 
                        furnished are financial, banking, or 
                        economic; and
                          (ii) the hardware provided in 
                        connection therewith is offered only in 
                        conjunction with software designed and 
                        marketed for the processing and 
                        transmission of financial, banking, or 
                        economic data, and where the general 
                        purpose hardware does not constitute 
                        more than 30 percent of the cost of any 
                        packaged offering.
                  (K) Money transmitting.
                  (L) Sale or issuance of stored value.
                  (M) Acting as a money services business.
                  (N) Acting as a custodian of money or any 
                financial instrument.
                  (O) Any other activity that the consumer 
                protection agencies define, by regulation, as a 
                financial activity for the purposes of this 
                title.
                  (P) Except that the term ``financial 
                activity'' shall not include the business of 
                insurance.
          (16) Financial product or service.--The term 
        ``financial product or service'' means any product or 
        service that, directly or indirectly, results from or 
        is related to engaging in 1 or more financial 
        activities.
          (17) Foreign exchange.--The term ``foreign exchange'' 
        means the exchange, for compensation, of currency of 
        the United States or of a foreign government for 
        currency of another government.
          (18) Insured depository institution.--The term 
        ``insured depository institution'' has the same meaning 
        as in section 3 of the Federal Deposit Insurance Act.
          (19) Money services business.--The term ``money 
        services business'' means a covered person that--
                  (A) receives currency, monetary value, or 
                payment instruments for the purpose of 
                exchanging or transmitting the same by any 
                means, including transmission by wire, 
                facsimile, electronic transfer, courier, the 
                Internet, or through bill payment services, or 
                other businesses that facilitate third-party 
                transfers within the United States or to or 
                from the United States; or
                  (B) issues payment instruments or stored 
                value.
          (20) Money transmitting.--The term ``money 
        transmitting'' means the receipt by a covered person of 
        currency, monetary value, or payment instruments for 
        the purpose of transmitting the same to any third-party 
        by any means, including transmission by wire, 
        facsimile, electronic transfer, courier, the Internet, 
        or through bill payment services.
          (21) Payment instrument.--The term ``payment 
        instrument'' means a check, draft, warrant, money 
        order, traveler's check, electronic instrument, or 
        other instrument, payment of money, or monetary value 
        (other than currency).
          (22) Person.--The term ``person'' means an 
        individual, partnership, company, corporation, 
        association (incorporated or unincorporated), trust, 
        estate, cooperative organization, or other entity.
          (23) Person regulated by a state insurance 
        regulator.--The term ``person regulated by a State 
        insurance regulator'' means any person who is--
                  (A) engaged in the business of insurance; and
                  (B) subject to regulation by any State 
                insurance regulator, but only to the extent 
                that such person acts in such capacity.
          (24) Person regulated by the commodity futures 
        trading commission.--The term ``person regulated by the 
        Commodity Futures Trading Commission'' means any 
        futures commission merchant, commodity trading adviser, 
        commodity pool operator, or introducing broker that is 
        subject to the jurisdiction of the Commodity Futures 
        Trading Commission under the Commodity Exchange Act, 
        but only to the extent that the person acts in such 
        capacity.
          (25) Person regulated by the securities and exchange 
        commission.--The term ``person regulated by the 
        Securities and Exchange Commission'' means--
                  (A) a broker or dealer that is required to be 
                registered under the Securities Exchange Act of 
                1934;
                  (B) an investment adviser that is required to 
                be registered under the Investment Advisers Act 
                of 1940; or
                  (C) an investment company that is required to 
                be registered under the Investment Company Act 
                of 1940--
        but only to the extent that the person acts in a 
        registered capacity.
          (26) Provision of a consumer financial product or 
        service.--The term ``provision of (or providing) a 
        consumer financial product or service'' means the 
        advertisement, marketing, solicitation, sale, 
        disclosure, delivery, or account maintenance or 
        servicing of a consumer financial product or service.
          (27) Residential mortgage loan.--The term 
        ``residential mortgage loan'' shall have the meaning 
        given such term in section 1503(8) of the Secure and 
        Fair Enforcement for Mortgage Licensing Act of 2008.
          (28) Secretary.--The term ``Secretary'' means the 
        Secretary of the Treasury.
          (29) State.--The term ``State'' means any State, 
        territory, or possession of the United States, the 
        District of Columbia, Commonwealth of Puerto Rico, 
        Commonwealth of the Northern Mariana Islands, Guam, 
        American Samoa, or the United States Virgin Islands.
          (30) Stored value.--The term ``stored value'' means 
        funds or monetary value represented in any electronic 
        format, whether or not specially encrypted, and stored 
        or capable of storage on electronic media in such a way 
        as to be retrievable and transferred electronically, 
        and includes a prepaid debit card or product, or any 
        other similar product, regardless of whether the amount 
        of the funds or monetary value may be increased or 
        reloaded.

SEC. 4019. AUTHORIZATION OF APPROPRIATIONS.

  There is hereby authorized to be appropriated such sums as 
may be necessary to carry out this title.
                              ----------                              


  36. An Amendment To Be Offered by Representative Bachus, Spencer of 
           Alabama or His Designee, Debatable for 30 Minutes

  Strike all after the enacting clause and insert the 
following:

SEC. 1. SHORT TITLE.

  This Act may be cited as the ``Consumer and Taxpayer 
Protection Act of 2009''.

SEC. 2. TABLE OF CONTENTS.

  The table of contents for this Act is as follows:

Sec. 1. Short title.
Sec. 2. Table of contents.

                      TITLE I--NO MORE BAILOUTS ACT

Sec. 1001. Short title.
Sec. 1002. Amendments to title 28 of the United States Code.
Sec. 1003. Amendments to title 11 of the United States Code.
Sec. 1004. Effective date; application of amendments.
Sec. 1005. Reforms of section 13 emergency powers.
Sec. 1006. Establishment of Market Stability and Capital Adequacy Board.
Sec. 1007. Functions of Board.
Sec. 1008. Powers of Board.
Sec. 1009. Responsibilities of Federal functional regulators.
Sec. 1010. Staff of Board.
Sec. 1011. Compensation and travel expenses.

  TITLE II--FINANCIAL INSTITUTIONS CONSUMER PROTECTION AND EXAMINATION 
                                 COUNCIL

Sec. 2001. Short title.
Sec. 2002. Definitions.
Sec. 2003. Financial Institutions Consumer Protection and Examination 
          Council.
Sec. 2004. Office of consumer protection.
Sec. 2005. State enforcement authority.
Sec. 2006. Unfair or deceptive acts or practices authority transferred.
Sec. 2007. Equality of consumer protection functions; Consumer 
          protection divisions.
Sec. 2008. Prohibition on charter conversions while under regulatory 
          sanction.

                    TITLE III--ANTI-FRAUD PROVISIONS

Sec. 3001. Authority to impose civil penalties in cease and desist 
          proceedings.
Sec. 3002. Formerly associated persons.
Sec. 3003. Collateral bars.
Sec. 3004. Unlawful margin lending.
Sec. 3005. Nationwide service of process.
Sec. 3006. Reauthorization of the Financial Crimes Enforcement Network.
Sec. 3007. Fair fund improvements.

             TITLE IV--OVER-THE-COUNTER DERIVATIVES MARKETS

Sec. 4001. Short title.

          Subtitle A--Amendments to the Commodity Exchange Act

Sec. 4100. Definitions.
Sec. 4101. Swap repositories.
Sec. 4102. Margin for swaps between swaps dealers and major swap 
          participants.
Sec. 4103. Segregation of assets held as collateral in swap 
          transactions.

      Subtitle B--Amendments to the Securities Exchange Act of 1934

Sec. 4201. Definitions.
Sec. 4202. Swap repositories.
Sec. 4203. Margin requirements.
Sec. 4204. Segregation of assets held as collateral in swap 
          transactions.

                      Subtitle C--Common Provisions

Sec. 4301. Report to the congress.
Sec. 4302. Capital requirements.
Sec. 4303. Centralized clearing.
Sec. 4304. Definitions.

   TITLE V--CORPORATE AND FINANCIAL INSTITUTION COMPENSATION FAIRNESS

Sec. 5001. Short title.
Sec. 5002. Shareholder vote on executive compensation.
Sec. 5003. Compensation committee independence.

                    TITLE VI--CREDIT RATING AGENCIES

Sec. 6001. Changes to designation.
Sec. 6002. Removal of statutory references to credit ratings.
Sec. 6003. Review of reliance on ratings.

           TITLE VII--GOVERNMENT-SPONSORED ENTERPRISES REFORM

Sec. 7001. Short title.
Sec. 7002. Definitions.
Sec. 7003. Termination of current conservatorship.
Sec. 7004. Limitation of enterprise authority upon emergence from 
          conservatorship.
Sec. 7005. Requirement to periodically renew charter until wind down and 
          dissolution.
Sec. 7006. Required wind down of operations and dissolution of 
          enterprise.

                  TITLE VIII--FEDERAL INSURANCE OFFICE

Sec. 8001. Short title.
Sec. 8002. Federal Insurance Office established.
Sec. 8003. Report on global reinsurance market.
Sec. 8004. Study on modernization and improvement of insurance 
          regulation in the United States.

                     TITLE I--NO MORE BAILOUTS ACT


SEC. 1001. SHORT TITLE.

  This title may be cited as the ``No More Bailouts Act of 
2009''.

SEC. 1002. AMENDMENTS TO TITLE 28 OF THE UNITED STATES CODE.

  Title 28 of the United States Code is amended--
          (1) in section 1408 by striking ``section 1410'' and 
        inserting ``sections 1409A and 1410'',
          (2) by inserting after section 1409 the following:

``Sec. 1409A. Venue of cases involving non-bank financial institutions

  ``A case under chapter 14 may be commenced in the district 
court of the United States for the district--
          ``(1) in which the debtor has its principal place of 
        business in the United States, principal assets in the 
        United States, or in which there is pending a case 
        under title 11 concerning the debtor's affiliate or 
        subsidiary, if a Federal Reserve Bank is located in 
        that district;
          ``(2) if venue does not exist under paragraph (1), in 
        which there is a Federal Reserve Bank and in a Federal 
        Reserve district in which the debtor has its principal 
        place of business in the United States, principal 
        assets in the United States, or in which there is 
        pending a case under title 11 concerning the debtor's 
        affiliate or subsidiary; or
          ``(3) if venue does not exist under paragraph (1) or 
        (2), in which there is a Federal Reserve Bank and in a 
        Federal circuit adjacent to the Federal circuit in 
        which the debtor has its principal place of business or 
        principal assets in the United States.'', and
          (3) by amending the table of sections of chapter 87 
        of such title to insert after the item relating to 
        section 1408 the following:
``1409A. Venue of cases involving non-bank financial institutions.''.

SEC. 1003. AMENDMENTS TO TITLE 11 OF THE UNITED STATES CODE.

  (a) Definitions.--Section 101 of title 11, United States 
Code, is amended--
          (1) by inserting after paragraph (26) the following:
          ``(26A) The term `functional regulator' means the 
        Federal regulatory agency with the primary Federal 
        regulatory authority over the debtor, such as an agency 
        listed in section 509 of the Gramm-Leach-Bliley Act.'',
          (2) by redesignating paragraphs (38A) and (38B) as 
        paragraphs (38B) and (38C), respectively,
          (3) by inserting after paragraph (38) the following:
          ``(38A) the term `Market Stability and Capital 
        Adequacy Board' means the entity established in section 
        1006 of the No More Bailouts Act of 2009.'', and
          (4) by inserting after paragraph (40) the following:
          ``(40A) The term `non-bank financial institution' 
        means an institution the business of which is engaging 
        in financial activities that is not an insured 
        depository institution.''.
  (b) Applicability of Chapters.--Section 103 of title 11, 
United States Code, is amended--
          (1) in subsection (a) by striking ``13'' and 
        inserting ``13, and 14'',
          (2) by redesignating subsection (k) as subsection 
        (l), and
          (3) by inserting after subsection (j) the following:
  ``(k) Chapter 14 applies only in a case under such 
chapter.''.
  (c) Who May Be a Debtor.--Section 109 of title 11, United 
States Code, is amended--
          (1) in subsection (b)--
                  (A) in paragraph (2) by striking ``or'' at 
                the end,
                  (B) in paragraph (3) by striking the period 
                at the end and insert and inserting ``; or'', 
                and
                  (C) by adding at the end the following:
          ``(4) a non-bank financial institution that has not 
        been a debtor under chapter 14 of this title.'',
          (2) in subsection (d) by striking ``or commodity 
        broker'' and inserting ``, commodity broker, or a non-
        bank financial institution'', and
          (3) by adding at the end the following:
  ``(i) Only a non-bank financial institution may be a debtor 
under chapter 14 of this title.''.
  (d) Involuntary Cases.--Section 303 of title 11, the United 
States Code, is amended--
          (1) in subsection (a) by striking ``or 11'' and 
        inserting ``, 11, or 14'', and
          (2) in subsection (b) by striking ``or 11'' and 
        inserting ``, 11, or 14''.
  (e) Obtaining Credit.--Section 364 of title 11, United States 
Code, is amended by adding at the end the following:
  ``(g) Notwithstanding any other provision of this section, 
the trustee may not, and the court may not authorize the 
trustee to, obtain credit, if the source of that credit either 
directly or indirectly is the United States.''.
  (f) Chapter 14.--Title 11, United States Code, is amended--
          (1) by inserting the following after chapter 13:

     ``CHAPTER 14--ADJUSTMENT TO THE DEBTS OF A NON-BANK FINANCIAL 
                              INSTITUTION

``1401. Inapplicability of other sections.
``1402. Applicability of chapter 11 to cases under this chapter.
``1403. Prepetition consultation.
``1404. Appointment of trustee.
``1405. Right to be heard.
``1406. Right to communicate.
``1407. Exemption with respect to certain contracts or agreements.
``1408. Conversion or dismissal.

``Sec. 1401. Inapplicability of other sections

  ``Except as provided in section 1407, sections 362(b)(6), 
362(b)(7), 362(b)(17), 546(e), 546(f), 546(g), 555, 556, 559, 
560, and 561 do not apply in a case under this chapter.

``Sec. 1402. Applicability of chapter 11 to cases under this chapter

  ``With the exception of sections 1104(d), 1109, 1112(a), 
1115, and 1116, subchapters I, II, and III of chapter 11 apply 
in a case under this chapter.

``Sec. 1403. Prepetition consultation

  ``(a) Subject to subsection (b)--
          ``(1) a non-bank financial institution may not be a 
        debtor under this chapter unless that institution has, 
        at least 10 days prior to the date of the filing of the 
        petition by such institution, taken part in the 
        consultation described in subsection (c); and
          ``(2) a creditor may not commence an involuntary case 
        under this chapter unless, at least 10 days prior to 
        the date of the filing of the petition by such 
        creditor, the creditor notifies the non-bank financial 
        institution, the functional regulator, and the Market 
        Stability and Capital Adequacy Board of its intent to 
        file a petition and requests a consultation as 
        described in subsection (c).
  ``(b) If the non-bank financial institution, the functional 
regulator, and the Market Stability and Capital Adequacy Board, 
in consultation with any agency charged with administering a 
nonbankruptcy insolvency regime for any component of the 
debtor, certify that the immediate filing of a petition under 
section 301 or 303 is necessary, or that an immediate filing 
would be in the interests of justice, a petition may be filed 
notwithstanding subsection (a).
  ``(c) The non-bank financial institution, the functional 
regulator, the Market Stability and Capital Adequacy Board, and 
any agency charged with administering a nonbankruptcy 
insolvency regime for any component of the debtor shall engage 
in prepetition consultation in order to attempt to avoid the 
need for the non-bank financial institution's liquidation or 
reorganization in bankruptcy, to make any liquidation or 
reorganization of the non-bank financial institution under this 
title more orderly, or to aid in the nonbankruptcy resolution 
of any of the non-bank financial institution's components under 
its nonbankruptcy insolvency regime. Such consultation shall 
specifically include the attempt to negotiate forbearance of 
claims between the non-bank financial institution and its 
creditors if such forbearance would likely help to avoid the 
commencement of a case under this title, would make any 
liquidation or reorganization under this title more orderly, or 
would aid in the nonbankruptcy resolution of any of the non-
bank financial institution's components under its nonbankruptcy 
insolvency regime. Additionally, the consultation shall 
consider whether, if a petition is filed under section 301 or 
303, the debtor should file a motion for an exemption 
authorized by section 1407.
  ``(d) The court may allow the consultation process to 
continue for 30 days after the petition, upon motion by the 
debtor or a creditor. Any post-petition consultation 
proceedings authorized should be facilitated by the court's 
mediation services, under seal, and exclude ex parte 
communications.
  ``(e) The Market Stability and Capital Adequacy Board and the 
functional regulator shall publish and transmit to Congress a 
report documenting the course of any consultation. Such report 
shall be published and transmitted to Congress within 30 days 
of the conclusion of the consultation.
  ``(f) Nothing in this section shall be interpreted to set 
aside any of the limitations on the use of Federal funds set 
forth in the No More Bailouts Act of 2009 or the amendments 
made by such Act.

``Sec. 1404. Appointment of trustee

  ``In applying section 1104 to a case under this chapter, if 
the court orders the appointment of a trustee or an examiner, 
if the trustee or an examiner dies or resigns during the case 
or is removed under section 324, or if a trustee fails to 
qualify under section 322, the functional regulator, in 
consultation with the Market Stability and Capital Adequacy 
Board, shall submit a list of five disinterested persons that 
are qualified and willing to serve as trustees in the case and 
the United States trustee shall appoint, subject to the court's 
approval, one of such persons to serve as trustee in the case.

``Sec. 1405. Right to be heard

  ``(a) The functional regulator, the Market Stability and 
Capital Adequacy Board, the Federal Reserve, the Department of 
the Treasury, the Securities and Exchange Commission, and any 
domestic or foreign agency charged with administering a 
nonbankruptcy insolvency regime for any component of the debtor 
may raise and may appear and be heard on any issue in a case 
under this chapter, but may not appeal from any judgment, 
order, or decree entered in the case.
  ``(b) A party in interest, including the debtor, the trustee, 
a creditors' committee, an equity security holders' committee, 
a creditor, an equity security holder, or any indenture trustee 
may raise, and may appear and be heard on, any issue in a case 
under this chapter.

``Sec. 1406. Right to communicate

  ``The court is entitled to communicate directly with, or to 
request information or assistance directly from, the functional 
regulator, the Market Stability and Capital Adequacy Board, the 
Board of Governors of the Federal Reserve System, the 
Department of the Treasury, or any agency charged with 
administering a nonbankruptcy insolvency regime for any 
component of the debtor, subject to the rights of a party in 
interest to notice and participation.

``Sec. 1407. Exemption with respect to certain contracts or agreements

  ``(a) Subject to subsection (b)--
          ``(1) upon motion of the debtor, consented to by the 
        Market Stability and Capital Adequacy Board--
                  ``(A) the debtor and the estate shall be 
                exempt from the operation of sections 
                362(b)(6), 362(b)(7), 362(b)(17), 546(e), 
                546(f), 546(g), 555, 556, 559, 560, and 561;
                  ``(B) if the Market Stability and Capital 
                Adequacy Board consents to the filing of such 
                motion by the debtor, the Board shall inform 
                the court of its reasons for consenting; and
                  ``(C) the debtor may limit its motion, or the 
                board may limit its consent, to exempt the 
                debtor and the estate from the operation of 
                section 362(b)(6), 362(b)(7), 362(b)(17), 
                546(e), 546(f), 546(g), 555, 556, 559, 560, or 
                561, or any combination thereof; and
          ``(2) if the Market Stability and Capital Adequacy 
        Board does not consent to the filing of a motion by the 
        debtor under paragraph (1), the debtor may file a 
        motion to exempt the debtor and the estate from the 
        operation of sections 362(b)(6), 362(b)(7), 362(b)(17), 
        546(e), 546(f), 546(g), 555, 556, 559, 560, and 561, or 
        any combination thereof.
  ``(b) The court shall commence a hearing on a motion under 
subsection (a) not later than 5 days after the filing of the 
motion to determine whether to maintain, terminate, annul, 
modify, or condition the exemption under subsection (a)(1) or, 
in the case of a motion under subsection (a)(2), grant the 
exemption. The court shall request the filing or briefs by the 
functional regulator and the Market Stability and Capital 
Adequacy Board. The court shall decide the motion not later 
than 5 days after commencing such hearing unless--
          ``(1) the parties in interest consent to a extension 
        for a specific period of time; or
          ``(2) except with respect to an exemption from the 
        operation of section 559, the court sua sponte extends 
        for 5 additional days the period for decision if such 
        extension would be in the interests of justice or is 
        required by compelling circumstances.
  ``(c) The court shall maintain, terminate, annul, modify, or 
condition the exemption under subsection (a)(1), or, in the 
case of a motion under subsection (a)(2), grant the exemption 
only upon showing of good cause. In determining whether good 
cause has been shown, the court shall balance the interests of 
both debtor and creditors while attempting to preserve the 
debtor's assets for repayment and reorganization of the debtors 
obligations, or to provide for a more orderly liquidation.
  ``(d) For purposes of timing under section 562 of this title, 
if a motion is filed under subsection (a)(1) or if a motion is 
granted under subsection (a)(2), the date or dates of 
liquidation, termination, or acceleration shall be measured 
from the earlier of--
          ``(1) the actual date or dates of liquidation, 
        termination, or acceleration; or
          ``(2) the date on which a forward contract merchant, 
        stockbroker, financial institution, securities clearing 
        agency, repo participant, financial participant, master 
        netting agreement participant, or swap participant 
        files a notice with the court that it would have 
        liquidated, terminated, or accelerated a contract or 
        agreement covered by section 562 of this title had a 
        stay under this section not been in place.

``Sec. 1408. Conversion or dismissal

  ``In applying section 1112 to a case under this chapter, the 
debtor may convert a case under this chapter to a case under 
chapter 7 of this title if the debtor may be a debtor under 
such chapter unless the debtor is not a debtor in 
possession.'', and
          (2) by amending the table of chapters of such title 
        by adding at the end the following:

``14. Adjustment to the Debts of a Non-Bank Financial           1401''.
                            Institution.

SEC. 1004. EFFECTIVE DATE; APPLICATION OF AMENDMENTS.

  (a) Effective Date.--Except as provided in subsection (b), 
this title and the amendments made by this title shall take 
effect on the date of the enactment of this title.
  (b) Application of Amendments.--The amendments made by this 
title shall apply only with respect to cases commenced under 
title 11 of the United States Code on or after the date of the 
enactment of this title.

SEC. 1005. REFORMS OF SECTION 13 EMERGENCY POWERS.

  (a) Restrictions on Emergency Powers.--The third undesignated 
paragraph of section 13 of the Federal Reserve Act is amended--
          (1) by striking ``In unusual and exigent'' and 
        inserting the following:
          ``(3) Emergency authority.--
                  ``(A) In general.--In unusual and exigent''; 
                and
          (2) by adding at the end the following new 
        subparagraph:
                  ``(B) Requirement for broad availability of 
                discounts.--Subject to the limitations provided 
                under subparagraph (A), any authorization made 
                pursuant to the authority provided under 
                subparagraph (A) shall require discounts to be 
                made broadly available to individuals, 
                partnerships, and corporations within the 
                market sector for which such authorization is 
                being made.
                  ``(C) Transparency and oversight.--
                          ``(i) Secretary of the treasury 
                        approval required; notice to the 
                        congress.--No authorization may be made 
                        pursuant to the authority provided 
                        under subparagraph (A) unless--
                                  ``(I) such authorization is 
                                first approved by the Secretary 
                                of the Treasury; and
                                  ``(II) the Secretary of the 
                                Treasury issues a notice to the 
                                Congress detailing what 
                                authorization the Secretary has 
                                approved.
                          ``(ii) Programs moved on-budget after 
                        90 days.--On and after the date that is 
                        90 days after the date on which any 
                        authorization is made pursuant to the 
                        authority provided under subparagraph 
                        (A), all receipts and disbursements 
                        resulting from such authorization shall 
                        be counted as new budget authority, 
                        outlays, receipts, or deficit or 
                        surplus for purposes of--
                                  ``(I) the budget of the 
                                United States Government as 
                                submitted by the President;
                                  ``(II) the congressional 
                                budget; and
                                  ``(III) the Balanced Budget 
                                and Emergency Deficit Control 
                                Act of 1985.
                  ``(D) Joint resolution of disapproval.--
                          ``(i) In general.--With respect to an 
                        authorization made pursuant to the 
                        authority provided under subparagraph 
                        (A), if, during the 90-day period 
                        beginning on the date the Congress 
                        receives a notice described under 
                        subparagraph (C)(i)(II) with respect to 
                        such authorization, there is enacted 
                        into law a joint resolution 
                        disapproving such authorization, any 
                        action taken under such authorization 
                        must be discontinued and unwound not 
                        later than the end of the 180-day 
                        period beginning on the date that such 
                        authorization was made.
                          ``(ii) Contents of joint 
                        resolution.--For the purpose of this 
                        paragraph, the term `joint resolution' 
                        means only a joint resolution--
                                  ``(I) that is introduced not 
                                later than 3 calendar days 
                                after the date on which the 
                                notice referred to in clause 
                                (i) is received by the 
                                Congress;
                                  ``(II) which does not have a 
                                preamble;
                                  ``(III) the title of which is 
                                as follows: `Joint resolution 
                                relating to the disapproval of 
                                authorization under the 
                                emergency powers of the Federal 
                                Reserve Act'; and
                                  ``(IV) the matter after the 
                                resolving clause of which is as 
                                follows: `That Congress 
                                disapproves the authorization 
                                contained in the notice 
                                submitted to the Congress by 
                                the Secretary of the Treasury 
                                on the date of _______ relating 
                                to _______.' (The blank spaces 
                                being appropriately filled 
                                in.).
                  ``(E) Fast track consideration in house of 
                representatives.--
                          ``(i) Reconvening.--Upon receipt of a 
                        notice referred to in subparagraph 
                        (D)(i), the Speaker, if the House would 
                        otherwise be adjourned, shall notify 
                        the Members of the House that, pursuant 
                        to this section, the House shall 
                        convene not later than the second 
                        calendar day after receipt of such 
                        report.
                          ``(ii) Reporting and discharge.--Any 
                        committee of the House of 
                        Representatives to which a joint 
                        resolution is referred shall report it 
                        to the House not later than 5 calendar 
                        days after the date of receipt of the 
                        notice referred to in subparagraph 
                        (D)(i). If a committee fails to report 
                        the joint resolution within that 
                        period, the committee shall be 
                        discharged from further consideration 
                        of the joint resolution and the joint 
                        resolution shall be referred to the 
                        appropriate calendar.
                          ``(iii) Proceeding to 
                        consideration.--After each committee 
                        authorized to consider a joint 
                        resolution reports it to the House or 
                        has been discharged from its 
                        consideration, it shall be in order, 
                        not later than the sixth day after 
                        Congress receives the notice referred 
                        to in subparagraph (D)(i), to move to 
                        proceed to consider the joint 
                        resolution in the House. All points of 
                        order against the motion are waived. 
                        Such a motion shall not be in order 
                        after the House has disposed of a 
                        motion to proceed on the joint 
                        resolution. The previous question shall 
                        be considered as ordered on the motion 
                        to its adoption without intervening 
                        motion. The motion shall not be 
                        debatable. A motion to reconsider the 
                        vote by which the motion is disposed of 
                        shall not be in order.
                          ``(iv) Consideration.--The joint 
                        resolution shall be considered as read. 
                        All points of order against the joint 
                        resolution and against its 
                        consideration are waived. The previous 
                        question shall be considered as ordered 
                        on the joint resolution to its passage 
                        without intervening motion except two 
                        hours of debate equally divided and 
                        controlled by the proponent and an 
                        opponent. A motion to reconsider the 
                        vote on passage of the joint resolution 
                        shall not be in order.
                  ``(F) Fast track consideration in senate.--
                          ``(i) Reconvening.--Upon receipt of a 
                        notice referred to in subparagraph 
                        (D)(i), if the Senate has adjourned or 
                        recessed for more than 2 days, the 
                        majority leader of the Senate, after 
                        consultation with the minority leader 
                        of the Senate, shall notify the Members 
                        of the Senate that, pursuant to this 
                        section, the Senate shall convene not 
                        later than the second calendar day 
                        after receipt of such message.
                          ``(ii) Placement on calendar.--Upon 
                        introduction in the Senate, the joint 
                        resolution shall be placed immediately 
                        on the calendar.
                          ``(iii) Floor consideration.--
                                  ``(I) In general.--
                                Notwithstanding Rule XXII of 
                                the Standing Rules of the 
                                Senate, it is in order at any 
                                time during the period 
                                beginning on the 4th day after 
                                the date on which Congress 
                                receives a notice referred to 
                                in subparagraph (D)(i) and 
                                ending on the 6th day after the 
                                date on which Congress receives 
                                a notice referred to in 
                                subparagraph (D)(i) (even 
                                though a previous motion to the 
                                same effect has been disagreed 
                                to) to move to proceed to the 
                                consideration of the joint 
                                resolution, and all points of 
                                order against the joint 
                                resolution (and against 
                                consideration of the joint 
                                resolution) are waived. The 
                                motion to proceed is not 
                                debatable. The motion is not 
                                subject to a motion to 
                                postpone. A motion to 
                                reconsider the vote by which 
                                the motion is agreed to or 
                                disagreed to shall not be in 
                                order. If a motion to proceed 
                                to the consideration of the 
                                resolution is agreed to, the 
                                joint resolution shall remain 
                                the unfinished business until 
                                disposed of.
                                  ``(II) Debate.--Debate on the 
                                joint resolution, and on all 
                                debatable motions and appeals 
                                in connection therewith, shall 
                                be limited to not more than 10 
                                hours, which shall be divided 
                                equally between the majority 
                                and minority leaders or their 
                                designees. A motion further to 
                                limit debate is in order and 
                                not debatable. An amendment to, 
                                or a motion to postpone, or a 
                                motion to proceed to the 
                                consideration of other 
                                business, or a motion to 
                                recommit the joint resolution 
                                is not in order.
                                  ``(III) Vote on passage.--The 
                                vote on passage shall occur 
                                immediately following the 
                                conclusion of the debate on a 
                                joint resolution, and a single 
                                quorum call at the conclusion 
                                of the debate if requested in 
                                accordance with the rules of 
                                the Senate.
                                  ``(IV) Rulings of the chair 
                                on procedure.--Appeals from the 
                                decisions of the Chair relating 
                                to the application of the rules 
                                of the Senate, as the case may 
                                be, to the procedure relating 
                                to a joint resolution shall be 
                                decided without debate.
                  ``(G) Rules relating to senate and house of 
                representatives.--
                          ``(i) Coordination with action by 
                        other house.--If, before the passage by 
                        one House of a joint resolution of that 
                        House, that House receives from the 
                        other House a joint resolution, then 
                        the following procedures shall apply:
                                  ``(I) The joint resolution of 
                                the other House shall not be 
                                referred to a committee.
                                  ``(II) With respect to a 
                                joint resolution of the House 
                                receiving the resolution--
                                          ``(aa) the procedure 
                                        in that House shall be 
                                        the same as if no joint 
                                        resolution had been 
                                        received from the other 
                                        House; but
                                          ``(bb) the vote on 
                                        passage shall be on the 
                                        joint resolution of the 
                                        other House.
                          ``(ii) Treatment of joint resolution 
                        of other house.--If one House fails to 
                        introduce or consider a joint 
                        resolution under this section, the 
                        joint resolution of the other House 
                        shall be entitled to expedited floor 
                        procedures under this section.
                          ``(iii) Treatment of companion 
                        measures.--If, following passage of the 
                        joint resolution in the Senate, the 
                        Senate then receives the companion 
                        measure from the House of 
                        Representatives, the companion measure 
                        shall not be debatable.
                          ``(iv) Vetoes.--If the President 
                        vetoes the joint resolution, debate on 
                        a veto message in the Senate under this 
                        section shall be 1 hour equally divided 
                        between the majority and minority 
                        leaders or their designees.
                          ``(v) Rules of house of 
                        representatives and senate.--This 
                        subparagraph and subparagraphs (D), 
                        (E), and (F) are enacted by Congress--
                                  ``(I) as an exercise of the 
                                rulemaking power of the Senate 
                                and House of Representatives, 
                                respectively, and as such it is 
                                deemed a part of the rules of 
                                each House, respectively, but 
                                applicable only with respect to 
                                the procedure to be followed in 
                                that House in the case of a 
                                joint resolution, and it 
                                supersedes other rules only to 
                                the extent that it is 
                                inconsistent with such rules; 
                                and
                                  ``(II) with full recognition 
                                of the constitutional right of 
                                either House to change the 
                                rules (so far as relating to 
                                the procedure of that House) at 
                                any time, in the same manner, 
                                and to the same extent as in 
                                the case of any other rule of 
                                that House.''.
  (b) Current Programs Moved On-Budget.--Not later than 90 days 
after the date of the enactment of this title, all receipts and 
disbursements resulting from any authorization made before the 
date of the enactment of this title pursuant to the authority 
granted by the third undesignated paragraph of section 13 of 
the Federal Reserve Act shall be counted as new budget 
authority, outlays, receipts, or deficit or surplus for 
purposes of--
          (1) the budget of the United States Government as 
        submitted by the President;
          (2) the congressional budget; and
          (3) the Balanced Budget and Emergency Deficit Control 
        Act of 1985.

SEC. 1006. ESTABLISHMENT OF MARKET STABILITY AND CAPITAL ADEQUACY 
                    BOARD.

  (a) In General.--There is hereby established the Market 
Stability and Capital Adequacy Board (hereafter in this title 
referred to as the ``Board'') as an independent establishment 
in the Executive Branch.
  (b) Constitution of Board.--Subject to paragraph (4), the 
Board shall have 12 members as follows:
          (1) Public members.--The following shall be members 
        of the Board--
                  (A) The Secretary of the Treasury.
                  (B) The Chairman of the Board of Governors of 
                the Federal Reserve System.
                  (C) The Chairman of the Securities and 
                Exchange Commission.
                  (D) The Chairperson of the Federal Deposit 
                Insurance Corporation.
                  (E) The Chairman of the Commodity Futures 
                Trading Commission.
                  (F) The Comptroller of the Currency.
                  (G) The Director of the Office of Thrift 
                Supervision.
          (2) Private members.--The Board shall also have 5 
        members appointed by the President, by and with the 
        advice and consent of the Senate, who shall be 
        appointed from among individuals who--
                  (A) are specially qualified to serve on the 
                Board by virtue of their education, training, 
                and experience; and
                  (B) are not officers or employees of the 
                Federal Government, including the Board of 
                Governors of the Federal Reserve System.
          (3) Chairperson.--The Secretary of the Treasury shall 
        serve as the Chairperson of the Board.
          (4) Director of fhfa as interim member.--Until such 
        time as the charters of the Federal National Mortgage 
        Association and the Federal Home Loan Mortgage 
        Corporation are both repealed pursuant to section 
        7006(d), the Board shall consist of 13 members with the 
        Director of the Federal Housing Finance Agency serving 
        as a public member under paragraph (1).
  (c) Appointments.--
          (1) Term.--
                  (A) In general.--Each appointed member shall 
                be appointed for a term of 5 years.
                  (B) Staggered terms.--Of the members of the 
                Board first appointed under subsection (b)(2), 
                as designated by the President at the time of 
                appointment--
                          (i) 1 shall be appointed for a term 
                        of 5 years;
                          (ii) 1 shall be appointed for a term 
                        of 4 years;
                          (iii) 1 shall be appointed for a term 
                        of 3 years;
                          (iv) 1 shall be appointed for a term 
                        of 2 years; and
                          (v) 1 shall be appointed for a term 
                        of 1 year.
          (2) 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.
          (3) Continuation of service.--Each appointed member 
        may continue to serve after the expiration of the term 
        of office to which such member was appointed until a 
        successor has been appointed and qualified.
          (4) Reappointment to a 2nd term.--Each member 
        appointed to a term on the Board under subsection 
        (b)(2), including an interim appointment under 
        paragraph (2), may be reappointed by the President to 
        serve 1 additional term.
  (d) Vacancy.--
          (1) In general.--Any vacancy on the Board shall be 
        filled in the manner in which the original appointment 
        was made.
          (2) Acting officials may serve.--In the event of a 
        vacancy in any position listed in subsection (b)(1) and 
        pending the appointment of a successor, or during the 
        absence or disability of the individual serving in such 
        position, any acting official in such position shall be 
        a member of the Board while such vacancy, absence or 
        disability continues and the acting official continues 
        acting in such position.
  (e) Ineligibility for Other Offices.--
          (1) Postservice restriction.--No member of the Board 
        may hold any office, position, or employment in any 
        financial institution or affiliate of a financial 
        institution during--
                  (A) the time such member is in office; and
                  (B) the 2-year period beginning on the date 
                such member ceases to serve on the Board.
          (2) Certification.--Upon taking office, each member 
        of the Board shall certify under oath that such member 
        has complied with this subsection and such 
        certification shall be filed with the secretary of the 
        Board.
  (f) Qualifications; Initial Meeting.--
          (1) Political party affiliation.--Not more than 3 
        members of the Board appointed under subsection (b)(2) 
        shall be from the same political party.
          (2) Qualifications generally.--It is the sense of the 
        Congress that individuals appointed to the Commission 
        should be prominent United States citizens, with 
        national recognition and significant depth of 
        experience commensurate with the duties of the Board.
          (3) Specific appointment qualifications for certain 
        appointed members.--
                  (A) State bank.--Of the members appointed to 
                the Board under subsection (b)(2), at least 1 
                shall be appointed from among individuals who 
                have had experience as a State bank supervisor 
                or senior management executive with a State 
                depository institution.
                  (B) Insurance commissioner.--Of the members 
                appointed to the Board under subsection (b)(2), 
                at least 1 shall be appointed from among 
                individuals who have served as a State 
                insurance commissioner or supervisor.
          (4) Initial meeting.--The Board shall meet and begin 
        the operations of the Board as soon as practicable but 
        not later than the end of the 180-day period beginning 
        the date of the enactment of this title.
  (g) Quorum.--Four of the members of the Board designated 
under subsection (b)(1) and 3 members of the Board appointed 
under (b)(2) shall constitute a quorum.
  (h) Quarterly Meetings.--The Board shall meet upon the call 
of the chairperson or a majority of the members at least once 
in each calendar quarter

SEC. 1007. FUNCTIONS OF BOARD.

  (a) Principal Functions.--The principal functions of the 
Board shall be to--
          (1) monitor the interactions of various sectors of 
        the financial system; and
          (2) identify risks that could endanger the stability 
        and soundness of the system.
  (b) Specific Review Functions Included.--In carrying out the 
functions described in subsection (a), the Board shall--
          (1) review financial industry data collected from the 
        appropriate functional regulators;
          (2) review insurance industry data, in coordination 
        with State insurance supervisors, for all lines of 
        insurance other than health insurance;
          (3) monitor government policies and initiatives;
          (4) review risk management practices within financial 
        regulatory agencies;
          (5) review capital standards set by the appropriate 
        functional regulators and make recommendations to 
        ensure capital and leverage ratios match risks 
        regulated entities are taking on;
          (6) review transparency and regulatory understanding 
        of risk exposures in the over-the-counter derivatives 
        markets and make recommendations regarding the 
        appropriate clearing of trades in those markets through 
        central counterparties;
          (7) make recommendations regarding any government or 
        industry policies and practices that are exacerbating 
        systemic risk; and
          (8) take such other actions and make such other 
        recommendations as the Board, in the discretion of the 
        Board, determines to be appropriate.
  (c) Reports to Federal Functional Regulators and the 
Congress.--The Board shall periodically make a report to the 
Congress and the functional regulators on the findings, 
conclusions, and recommendations of the Board in a manner and 
within a time frame that allows the Congress and such 
regulators to act to contain risks posed by specific firms, 
industry practices, activities and interactions of entities 
under different regulatory regimes, or government policies.
  (d) Testimony to Congress.--Not later than February 20 and 
July 20 of each year, the Chairperson of the Board shall 
testify to the Congress at semiannual hearings before the 
Committee on Banking, Housing, and Urban Affairs of the Senate 
and the Committee on Financial Services of the House of 
Representatives, about the state of systemic risk in the 
financial services industry and proposals or recommendations by 
the Board to address any undue risk.
  (e) Rule of Construction.--No provision of this title shall 
be construed as giving the Board any enforcement authority over 
any financial institution.

SEC. 1008. POWERS OF BOARD.

  (a) Contracting.--The Board may, to such extent and in such 
amounts as are provided in appropriation Acts, enter into 
contracts to enable the Board to discharge its duties under 
this title.
  (b)  Information From Federal Agencies.--
          (1) In general.--The Board may secure directly from 
        any executive department, agency, or independent 
        establishment, or any other instrumentality of the 
        United States information and recommendations for the 
        purposes of this title.
          (2) Delivery of requested information.--Each 
        executive department, agency, or independent 
        establishment, or any other instrumentality of the 
        United States shall, to the extent authorized by law, 
        furnish any information and recommendations requested 
        under paragraph (1) directly to the Board, upon request 
        made by the chairperson or any member designated by a 
        majority of the Commission.
          (3) Receipt, handling, storage, and dissemination.--
        Information shall only be received, handled, stored, 
        and disseminated by members of the Board and its staff 
        consistent with all applicable statutes, regulations, 
        and Executive orders.
  (c) Assistance From Federal Agencies.--
          (1) General services administration.--The 
        Administrator of General Services shall provide to the 
        Board on a reimbursable basis administrative support 
        and other services for the performance of the 
        Commission's functions.
          (2) Other departments and agencies.--In addition to 
        the assistance prescribed in paragraph (1), departments 
        and agencies of the United States may provide to the 
        Commission such services, funds, facilities, staff, and 
        other support services as they may determine advisable 
        and as may be authorized by law, including agencies 
        represented on the Board under section 1006(b)(1).

SEC. 1009. RESPONSIBILITIES OF FEDERAL FUNCTIONAL REGULATORS.

  (a) Federal Functional Regulator Defined.--For purposes of 
this title, the term ``Federal functional regulator'' has the 
same meaning as in section 509(2) of the Gramm-Leach-Bliley 
Act, except that such term includes the Commodity Futures 
Trading Commission.
  (b) Assessments and Reviews.--In order to address current 
regulatory gaps, each Federal functional regulator shall, 
before each quarterly meeting of the Board--
          (1) assess the effects on macroeconomic stability of 
        the activities of financial institutions that are 
        subject to the jurisdiction of such agency;
          (2) review how such financial institutions interact 
        with entities outside the jurisdiction of such agency; 
        and
          (3) report the results of such assessment and review 
        to the Board, together with such recommendations for 
        administrative action as the agency determines to be 
        appropriate.

SEC. 1010. STAFF OF BOARD.

  (a) Appointment and Compensation.--The chairperson, in 
accordance with rules agreed upon by the Board and title 5, 
United States Code, may appoint and fix the compensation of a 
staff director and such other personnel as may be necessary to 
enable the Board to carry out its functions.
  (b) Detailees.--Any Federal Government employee may be 
detailed to the Board and such detailee shall retain the 
rights, status, and privileges of his or her regular employment 
without interruption.
  (c) Consultant Services.--The Board may procure the services 
of experts and consultants in accordance with section 3109 of 
title 5, United States Code, but at rates not to exceed the 
daily rate paid a person occupying a position at level IV of 
the Executive Schedule under section 5315 of title 5, United 
States Code.

SEC. 1011. COMPENSATION AND TRAVEL EXPENSES.

  (a) Compensation.--Each member of the Board appointed under 
section 1006(b)(2) may be compensated at not to exceed the 
daily equivalent of the annual rate of basic pay in effect for 
a position at level IV of the Executive Schedule under section 
5315 of title 5, United States Code, for each day during which 
that member is engaged in the actual performance of the duties 
of the Board.
  (b) Travel Expenses.--While away from their homes or regular 
places of business in the performance of services for the 
Board, members of the Board shall be allowed travel expenses, 
including per diem in lieu of subsistence, in the same manner 
as persons employed intermittently in the Government service 
are allowed expenses under section 5703(b) of title 5, United 
States Code.

 TITLE II--FINANCIAL INSTITUTIONS CONSUMER PROTECTION AND EXAMINATION 
                                COUNCIL


SEC. 2001. SHORT TITLE.

  This title may be cited as the ``Financial Institutions 
Consumer Protection and Examination Council Act of 2009''.

SEC. 2002. DEFINITIONS.

  (a) Renaming Council.--The Federal Financial Institutions 
Examination Council Act of 1978 (12 U.S.C. 3301 et seq.) is 
amended by striking ``Financial Institutions Examination 
Council'' each place it appears, except for in section 1001 of 
such Act, and inserting ``Financial Institutions Consumer 
Protection and Examination Council''.
  (b) Definitions Relating to Consumer Protection.--Section 
1003 of such Act (12 U.S.C. 3302) is amended--
          (1) in paragraph (2), by striking ``and''; and
          (2) by adding at the end the following new 
        paragraphs:
          ``(4) the term `enumerated consumer laws' means--
                  ``(A) the Alternative Mortgage Transaction 
                Parity Act (12 U.S.C. 3801 et seq.);
                  ``(B) the Community Reinvestment Act;
                  ``(C) the Consumer Leasing Act;
                  ``(D) the Electronic Funds Transfer Act (15 
                U.S.C. 1693 et seq.);
                  ``(E) the Equal Credit Opportunity Act (15 
                U.S.C. 1691 et seq.);
                  ``(F) the Fair Credit Billing Act;
                  ``(G) the Fair Credit Reporting Act (15 
                U.S.C. 1681 et seq.);
                  ``(H) the Fair Debt Collection Practices Act 
                (15 U.S.C. 1692 et seq.);
                  ``(I) subsections (c), (d), (e), and (f) of 
                section 43 of the Federal Deposit Insurance Act 
                (12 U.S.C. 1831t);
                  ``(J) sections 502, 503, 504, 505, 506, 507, 
                508, and 509 of the Gramm-Leach-Bliley Act (15 
                U.S.C. 6802 et seq.);
                  ``(K) the Home Mortgage Disclosure Act (12 
                U.S.C. 2801 et seq.);
                  ``(L) the Real Estate Settlement Procedures 
                Act (12 U.S.C. 2601 et seq.);
                  ``(M) the Secure and Fair Enforcement for 
                Mortgage Licensing Act (12 U.S.C. 5101 et 
                seq.);
                  ``(N) the Truth in Lending Act (15 U.S.C. 
                1601 et seq.);
                  ``(O) the Truth in Savings Act (12 U.S.C. 
                4301 et seq.); and
          ``(5) the term `expanded Board' means----
                  ``(A) the members of the Council described 
                under section 1004(a);
                  ``(B) the Secretary of Housing and Urban 
                Development;
                  ``(C) the Chairman of the Securities and 
                Exchange Commission;
                  ``(D) the Chairman of the Commodities Futures 
                Trading Commission;
                  ``(E) the Chairman of the Federal Trade 
                Commission;
                  ``(F) the Director of the Federal Housing 
                Finance Agency;
                  ``(G) the Director of the Pension Benefit 
                Guarantee Corporation;
                  ``(H) the Secretary of the Treasury;
                  ``(I) the Secretary of Defense; and
                  ``(J) the Secretary of Veterans' Affairs.''.
  (c) Definitions Related to the State Liaison Committee.--
Section 1007 of such Act (12 U.S.C. 3306) is amended by 
inserting after ``financial institutions'' the following: ``and 
one representative of the National Association of Insurance 
Commissioners''.

SEC. 2003. FINANCIAL INSTITUTIONS CONSUMER PROTECTION AND EXAMINATION 
                    COUNCIL.

  (a) Consumer Protection Duties.--Section 1006 of the Federal 
Financial Institutions Examination Council Act of 1978 (12 
U.S.C. 3305) is amended by adding at the end the following new 
subsection:
  ``(h) Consumer Protection Regulations.--
          ``(1) In general.--The Council shall study the need 
        for revised or new regulations for the protection of 
        consumers under the enumerated consumer laws and shall 
        vote on suggested model regulations that the Council 
        determines necessary for the protection of consumers 
        under the enumerated consumer laws.
          ``(2) Regulations issued by council members.--Not 
        later than the end of the 1-month period beginning on 
        the date a suggested model regulation is agreed to by 
        the Council by a majority vote of the members of the 
        Council, the members of the Council, other than the 
        Chairman of the State Liaison Committee, shall jointly 
        issue regulations based on such suggested model 
        regulation, where applicable.
          ``(3) Expanded board required.--For purposes of any 
        action taken pursuant to this subsection and any 
        reference to the members of the Council under this 
        subsection, the Council shall consist of the expanded 
        Board.
          ``(4) No council enforcement power.--No provision of 
        this subsection shall be construed as conferring any 
        enforcement authority to the Council.
          ``(5) Requirements for regulations proposed by the 
        chairman of the state liaison committee.--
                  ``(A) In general.--The Chairman of the State 
                Liaison Committee may not propose any suggested 
                model regulation for the Council to vote on 
                under this subsection unless such proposed 
                suggested model regulation is accompanied by a 
                certification from the Chairman of the State 
                Liaison Committee stating that more than half 
                of the States support such proposal.
                  ``(B) Method of determination.--For purposes 
                of this paragraph, the Chairman of the State 
                Liaison Committee shall determine the method 
                for determining if a State supports a 
                proposal.''.
  (b) Additional Staff.--Section 1008 of such Act (12 U.S.C. 
3307) is amended by adding at the end the following new 
subsection:
  ``(d) Consumer Protection Staff.--
          ``(1) In general.--At the request of the Council, any 
        member of the expanded Board, other than the Chairman 
        of the State Liaison Committee, may detail, on a 
        reimbursable basis, any of the personnel of that 
        member's department or agency to the Council to assist 
        it in carrying out the Council's duties under 
        subsection (h).
          ``(2) Expanded board required.--When making any 
        request under this subsection, the Council shall 
        consist of the expanded Board.''.

SEC. 2004. OFFICE OF CONSUMER PROTECTION.

  The Federal Financial Institutions Examination Council Act of 
1978 (12 U.S.C. 3301 et seq.) is amended by adding at the end 
the following new section:

``SEC. 1012. OFFICE OF CONSUMER PROTECTION.

  ``(a) Office of Consumer Protection.--There is hereby 
established within the Council an Office of Consumer Protection 
(hereinafter in this section referred to as the `Office').
  ``(b) Consumer Complaint Hotline and Website.--The Office 
shall establish a toll-free hotline and a website for consumers 
to contact regarding inquiries or complaints related to 
consumer protection. Such hotline and website shall then refer 
such inquiries or complaints to the appropriate Council member, 
which will then respond to the inquiry or complaint.
  ``(c) Disclosure Review.--Not less often than once every 7 
years, the Office shall undertake a comprehensive review of the 
rules and regulations regarding disclosures made by entities 
under the jurisdiction of the members of the Council to 
consumers. In making such review the Office shall perform a 
cost and benefit analysis of each such disclosure and determine 
if the policy of the members of the Council towards such 
disclosure should remain the same or be revised.
  ``(d) Consumer Testing Requirement.--Before prescribing any 
regulation pursuant to section 1006(h), the Council shall have 
the Office carry out consumer testing with respect to such 
proposed model regulation.
  ``(e) Periodic Review of Regulations.--
          ``(1) Review.--Not less than once every 7 years, the 
        Office shall undertake a comprehensive review of all 
        regulations issued by the members of the Council 
        pursuant to section 1006(h)(2). In making such review, 
        the Office shall perform a cost and benefit analysis of 
        each regulation and determine if such regulation should 
        remain the same or if such regulation should be 
        revised.
          ``(2) Report.--After performing a review required by 
        paragraph (1), the Office shall issue a report to the 
        Congress describing the review process, any 
        determinations made by the Office, and any revisions to 
        regulations that the Office determined were needed.''.

SEC. 2005. STATE ENFORCEMENT AUTHORITY.

  (a) Enforcement of Council Regulations.--The Federal 
Financial Institutions Examination Council Act of 1978 (12 
U.S.C. 3301 et seq.), as amended by section 2004, is further 
amended by adding at the end the following new section:

``SEC. 1013. STATE ENFORCEMENT AUTHORITY.

  ``The chief law enforcement officer of a State, or an 
official or agency designated by a State, shall have the 
authority to enforce any regulations issued by the members of 
the Council pursuant to section 1006(h)(2) against entities 
regulated by such State.''.
  (b) Enforcement of State Consumer Protection Laws Against 
National Banks and Thrifts.--Notwithstanding any other 
provision of law, other than section 5240 of the Revised 
Statutes and the comparable limitation on visitorial authority 
applicable to federal savings associations, the chief law 
enforcement officer of a State, or an official or agency 
designated by a State, shall have the right to enforce such 
State's non-preempted consumer protection laws against national 
banks.

SEC. 2006. UNFAIR OR DECEPTIVE ACTS OR PRACTICES AUTHORITY TRANSFERRED.

  Section 18(f)(1) of the Federal Trade Commission Act (15 
U.S.C. 57a(f)(1)) is amended--
          (1) by striking ``(with respect to banks) and the 
        Federal Home Loan Bank Board (with respect to savings 
        and loan institutions described in paragraph (3))'' and 
        inserting the following: ``(with respect to entities 
        described in paragraph (2)(B)), the Comptroller of the 
        Currency (with respect to entities described in 
        paragraph (2)(A)), the Board of Directors of the 
        Federal Deposit Insurance Corporation (with respect to 
        entities described under paragraph (2)(C)), the 
        Director of the Office of Thrift Supervision (with 
        respect to savings associations or any savings and loan 
        institutions described in paragraph (3)),'';
          (2) by striking ``each such Board'' and inserting 
        ``each such entity''; and
          (3) by striking ``any such Board'' and inserting 
        ``any such entity''.

SEC. 2007. EQUALITY OF CONSUMER PROTECTION FUNCTIONS; CONSUMER 
                    PROTECTION DIVISIONS.

  (a) Equality of Consumer Protection Functions.--With respect 
to each regulatory agency, the functions of such agency related 
to consumer protection shall be of equal importance to such 
agency as the other functions of such agency.
  (b) Consumer Protection Divisions.--
          (1) In general.--There is hereby established within 
        each regulatory agency a consumer protection division.
          (2) Report.--The head of each consumer protection 
        division established under paragraph (1) shall submit 
        an annual report to the Congress detailing the 
        performance of the regulatory agency in which such 
        division is located in enforcing the consumer 
        protection laws.
  (c) Regulatory Agency Defined.--For purposes of this section, 
the term ``regulatory agency'' means the Office of the 
Comptroller of the Currency, the Board of Governors of the 
Federal Reserve System, the Federal Deposit Insurance 
Corporation, the Office of Thrift Supervision, the National 
Credit Union Administration, the Federal Trade Commission, and 
the Department of Housing and Urban Development.

SEC. 2008. PROHIBITION ON CHARTER CONVERSIONS WHILE UNDER REGULATORY 
                    SANCTION.

  With respect to an entity for which there is an appropriate 
Federal banking agency, as such term is defined under section 
3(q) of the Federal Deposit Insurance Act (12 U.S.C. 1813(q)), 
such agency shall issue regulations prohibiting such an entity 
from converting the type of such entity's charter during any 
time in which such entity is under a regulatory sanction by 
such agency.

                    TITLE III--ANTI-FRAUD PROVISIONS


SEC. 3001. AUTHORITY TO IMPOSE CIVIL PENALTIES IN CEASE AND DESIST 
                    PROCEEDINGS.

  (a) Under the Securities Act of 1933.--Section 8A of the 
Securities Act of 1933 (15 U.S.C. 77h-1) is amended by adding 
at the end the following new subsection:
  ``(g) Authority To Impose Money Penalties.--
          ``(1) Grounds for imposing.--In any cease-and-desist 
        proceeding under subsection (a), the Commission may 
        impose a civil penalty on a person if it finds, on the 
        record after notice and opportunity for hearing, that--
                  ``(A) such person--
                          ``(i) is violating or has violated 
                        any provision of this title, or any 
                        rule or regulation thereunder; or
                          ``(ii) is or was a cause of the 
                        violation of any provision of this 
                        title, or any rule or regulation 
                        thereunder; and
                  ``(B) such penalty is in the public interest.
          ``(2) Maximum amount of penalty.--
                  ``(A) First tier.--The maximum amount of 
                penalty for each act or omission described in 
                paragraph (1) shall be $6,500 for a natural 
                person or $65,000 for any other person.
                  ``(B) Second tier.--Notwithstanding paragraph 
                (A), the maximum amount of penalty for each 
                such act or omission shall be $65,000 for a 
                natural person or $325,000 for any other person 
                if the act or omission described in paragraph 
                (1) involved fraud, deceit, manipulation, or 
                deliberate or reckless disregard of a 
                regulatory requirement.
                  ``(C) Third tier.--Notwithstanding paragraphs 
                (A) and (B), the maximum amount of penalty for 
                each such act or omission shall be $130,000 for 
                a natural person or $650,000 for any other 
                person if--
                          ``(i) the act or omission described 
                        in paragraph (1) involved fraud, 
                        deceit, manipulation, or deliberate or 
                        reckless disregard of a regulatory 
                        requirement; and
                          ``(ii) such act or omission directly 
                        or indirectly resulted in substantial 
                        losses or created a significant risk of 
                        substantial losses to other persons or 
                        resulted in substantial pecuniary gain 
                        to the person who committed the act or 
                        omission.
          ``(3) Evidence concerning ability to pay.--In any 
        proceeding in which the Commission may impose a penalty 
        under this section, a respondent may present evidence 
        of the respondent's ability to pay such penalty. The 
        Commission may, in its discretion, consider such 
        evidence in determining whether such penalty is in the 
        public interest. Such evidence may relate to the extent 
        of such person's ability to continue in business and 
        the collectability of a penalty, taking into account 
        any other claims of the United States or third parties 
        upon such person's assets and the amount of such 
        person's assets.''.
  (b) Under the Securities Exchange Act of 1934.--Subsection 
(a) of section 21B of the Securities Exchange Act of 1934 (15 
U.S.C. 78u-2(a)) is amended--
          (1) by striking ``(a) Commission Authority To Assess 
        Money Penalties.--In any proceeding'' and inserting the 
        following:
  ``(a) Commission Authority To Assess Money Penalties.--
          ``(1) In general.--In any proceeding'';
          (2) by redesignating paragraphs (1) through (4) of 
        such subsection as subparagraphs (A) through (D), 
        respectively and moving such redesignated subparagraphs 
        and the matter following such subparagraphs 2 ems to 
        the right; and
          (3) by adding at the end of such subsection the 
        following new paragraph:
          ``(2) Cease-and-desist proceedings.--In any 
        proceeding instituted pursuant to section 21C of this 
        title against any person, the Commission may impose a 
        civil penalty if it finds, on the record after notice 
        and opportunity for hearing, that such person--
                  ``(A) is violating or has violated any 
                provision of this title, or any rule or 
                regulation thereunder; or
                  ``(B) is or was a cause of the violation of 
                any provision of this title, or any rule or 
                regulation thereunder.''.
  (c) Under the Investment Company Act of 1940.--Paragraph (1) 
of section 9(d) of the Investment Company Act of 1940 (15 
U.S.C. 80a-9(d)(1)) is amended--
          (1) by striking ``(1) Authority of commission.--In 
        any proceeding'' and inserting the following:
          ``(1) Authority of commission.--
                  ``(A) In general.--In any proceeding'';
          (2) by redesignating subparagraphs (A) through (C) of 
        such paragraph as clauses (i) through (iii), 
        respectively and by moving such redesignated clauses 
        and the matter following such subparagraphs 2 ems to 
        the right; and
          (3) by adding at the end of such paragraph the 
        following new subparagraph:
                  ``(B) Cease-and-desist proceedings.--In any 
                proceeding instituted pursuant to subsection 
                (f) against any person, the Commission may 
                impose a civil penalty if it finds, on the 
                record after notice and opportunity for 
                hearing, that such person--
                          ``(i) is violating or has violated 
                        any provision of this title, or any 
                        rule or regulation thereunder; or
                          ``(ii) is or was a cause of the 
                        violation of any provision of this 
                        title, or any rule or regulation 
                        thereunder.''.
  (d) Under the Investment Advisers Act of 1940.--Paragraph (1) 
of section 203(i) of the Investment Advisers Act of 1940 (15 
U.S.C. 80b-3(i)(1)) is amended--
          (1) by striking ``(1) Authority of commission.--In 
        any proceeding'' and inserting the following:
          ``(1) Authority of commission.--
                  ``(A) In general.--In any proceeding'';
          (2) by redesignating subparagraphs (A) through (D) of 
        such paragraph as clauses (i) through (iv), 
        respectively and moving such redesignated clauses and 
        the matter following such subparagraphs 2 ems to the 
        right; and
          (3) by adding at the end of such paragraph the 
        following new subparagraph:
                  ``(B) Cease-and-desist proceedings.--In any 
                proceeding instituted pursuant to subsection 
                (k) against any person, the Commission may 
                impose a civil penalty if it finds, on the 
                record after notice and opportunity for 
                hearing, that such person--
                          ``(i) is violating or has violated 
                        any provision of this title, or any 
                        rule or regulation thereunder; or
                          ``(ii) is or was a cause of the 
                        violation of any provision of this 
                        title, or any rule or regulation 
                        thereunder.''.

SEC. 3002. FORMERLY ASSOCIATED PERSONS.

  (a) Member or Employee of the Municipal Securities Rulemaking 
Board.--Section 15B(c)(8) of the Securities Exchange Act of 
1934 (15 U.S.C. 78o-4(c)(8)) is amended by striking ``any 
member or employee'' and inserting ``any person who is, or at 
the time of the alleged misconduct was, a member or employee''.
  (b) Person Associated With a Government Securities Broker or 
Dealer.--Section 15C of the Securities Exchange Act of 1934 (15 
U.S.C. 78o-5) is amended--
          (1) in subsection (c)(1)(C), by striking ``or seeking 
        to become associated,'' and inserting ``seeking to 
        become associated, or, at the time of the alleged 
        misconduct, associated or seeking to become 
        associated'';
          (2) in subsection (c)(2)(A), by inserting ``, seeking 
        to become associated, or, at the time of the alleged 
        misconduct, associated or seeking to become 
        associated'' after ``any person associated''; and
          (3) in subsection (c)(2)(B), by inserting ``, seeking 
        to become associated, or, at the time of the alleged 
        misconduct, associated or seeking to become 
        associated'' after ``any person associated''.
  (c) Person Associated With a Member of a National Securities 
Exchange or Registered Securities Association.--Section 
21(a)(1) of the Securities Exchange Act of 1934 (15 U.S.C. 
78u(a)(1)) is amended by inserting ``, or, as to any act or 
practice, or omission to act, while associated with a member, 
formerly associated'' after ``member or a person associated''.
  (d) Participant of a Registered Clearing Agency.--Section 
21(a)(1) of the Securities Exchange Act of 1934 (15 U.S.C. 
78u(a)(1)) is amended by inserting ``or, as to any act or 
practice, or omission to act, while a participant, was a 
participant,'' after ``in which such person is a 
participant,''.
  (e) Officer or Director of a Self-regulatory Organization.--
Section 19(h)(4) of the Securities Exchange Act of 1934 (15 
U.S.C. 78s(h)(4)) is amended--
          (1) by striking ``any officer or director'' and 
        inserting ``any person who is, or at the time of the 
        alleged misconduct was, an officer or director''; and
          (2) by striking ``such officer or director'' and 
        inserting ``such person''.
  (f) Officer or Director of an Investment Company.--Section 
36(a) of the Investment Company Act of 1940 (15 U.S.C. 80a-
35(a)) is amended--
          (1) by striking ``a person serving or acting'' and 
        inserting ``a person who is, or at the time of the 
        alleged misconduct was, serving or acting''; and
          (2) by striking ``such person so serves or acts'' and 
        inserting ``such person so serves or acts, or at the 
        time of the alleged misconduct, so served or acted''.
  (g) Person Associated With a Public Accounting Firm.--
          (1) Sarbanes-oxley act of 2002 amendment.--Section 
        2(a)(9) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 
        7201(9)) is amended by adding at the end the following 
        new subparagraph:
                  ``(C) Investigative and enforcement 
                authority.--For purposes of the provisions of 
                sections 3(c), 101(c), 105, and 107(c) and 
                Board or Commission rules thereunder, except to 
                the extent specifically excepted by such rules, 
                the terms defined in subparagraph (A) shall 
                include any person associated, seeking to 
                become associated, or formerly associated with 
                a public accounting firm, except--
                          ``(i) the authority to conduct an 
                        investigation of such person under 
                        section 105(b) shall apply only with 
                        respect to any act or practice, or 
                        omission to act, while such person was 
                        associated or seeking to become 
                        associated with a registered public 
                        accounting firm; and
                          ``(ii) the authority to commence a 
                        proceeding under section 105(c)(1), or 
                        impose disciplinary sanctions under 
                        section 105(c)(4), against such person 
                        shall apply only on--
                                  ``(I) the basis of conduct 
                                occurring while such person was 
                                associated or seeking to become 
                                associated with a registered 
                                public accounting firm; or
                                  ``(II) non-cooperation as 
                                described in section 105(b)(3) 
                                with respect to a demand in a 
                                Board investigation for 
                                testimony, documents, or other 
                                information relating to a 
                                period when such person was 
                                associated or seeking to become 
                                associated with a registered 
                                public accounting firm.''.
          (2) Securities exchange act of 1934 amendment.--
        Section 21(a)(1) of the Securities Exchange Act of 1934 
        (15 U.S.C. 78u(a)(1)) is amended by striking ``or a 
        person associated with such a firm'' and inserting ``, 
        a person associated with such a firm, or, as to any 
        act, practice, or omission to act while associated with 
        such firm, a person formerly associated with such a 
        firm''.
  (h) Supervisory Personnel of an Audit Firm.--Section 
105(c)(6) of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 
7215(c)(6)) is amended--
          (1) in subparagraph (A), by striking ``the 
        supervisory personnel'' and inserting ``any person who 
        is, or at the time of the alleged failure reasonably to 
        supervise was, a supervisory person''; and
          (2) in subparagraph (B)--
                  (A) by striking ``No associated person'' and 
                inserting ``No current or former supervisory 
                person''; and
                  (B) by striking ``any other person'' and 
                inserting ``any associated person''.
  (i) Member of the Public Company Accounting Oversight 
Board.--Section 107(d)(3) of the Sarbanes-Oxley Act of 2002 (15 
U.S.C. 7217(d)(3)) is amended by striking ``any member'' and 
inserting ``any person who is, or at the time of the alleged 
misconduct was, a member''.

SEC. 3003. COLLATERAL BARS.

  (a) Section 15(b)(6)(A) of the Securities Exchange Act of 
1934.--Section 15(b)(6)(A) of the Securities Exchange Act of 
1934 (15 U.S.C. 78o(b)(6)(A)) is amended by striking ``12 
months, or bar such person from being associated with a broker 
or dealer,'' and inserting ``12 months, or bar any such person 
from being associated with a broker, dealer, investment 
adviser, municipal securities dealer, or transfer agent,''.
  (b) Section 15B(c)(4) of the Securities Exchange Act of 
1934.--Section 15B(c)(4) of the Securities Exchange Act of 1934 
(15 U.S.C. 78o-4(c)(4)) is amended by striking ``twelve months 
or bar any such person from being associated with a municipal 
securities dealer,'' and inserting ``twelve months or bar any 
such person from being associated with a broker, dealer, 
investment adviser, municipal securities dealer, or transfer 
agent,''.
  (c) Section 17A(c)(4)(C) of the Securities Exchange Act of 
1934.--Section 17A(c)(4)(C) of the Securities Exchange Act of 
1934 (15 U.S.C. 78q-1(c)(4)(C)) is amended by striking ``twelve 
months or bar any such person from being associated with the 
transfer agent,'' and inserting ``twelve months or bar any such 
person from being associated with any transfer agent, broker, 
dealer, investment adviser, or municipal securities dealer,''.
  (d) Section 203(f) of the Investment Advisers Act of 1940.--
Section 203(f) of the Investment Advisers Act of 1940 (15 
U.S.C. 80b-3(f)) is amended by striking ``twelve months or bar 
any such person from being associated with an investment 
adviser,'' and inserting ``twelve months or bar any such person 
from being associated with an investment adviser, broker, 
dealer, municipal securities dealer, or transfer agent,''.

SEC. 3004. UNLAWFUL MARGIN LENDING.

  Section 7(c)(1)(A) of the Securities Exchange Act of 1934 (15 
U.S.C. 78g(c)(1)(A)) is amended by striking ``; and'' and 
inserting ``; or''.

SEC. 3005. NATIONWIDE SERVICE OF PROCESS.

  (a) Securities Act of 1933.--Section 22(a) of the Securities 
Act of 1933 (15 U.S.C. 77v(a)) is amended by inserting after 
the second sentence the following: ``In any civil action 
instituted by the Commission under this title in a United 
States district court for any judicial district, subpoenas 
issued to compel the attendance of witnesses or the production 
of documents or tangible things (or both) at any hearing or 
trial may be served at any place within the United States. Rule 
45(c)(3)(A)(ii) of the Federal Rules of Civil Procedure does 
not apply to a subpoena so issued.''.
  (b) Securities Exchange Act of 1934.--Section 27 of the 
Securities Exchange Act of 1934 (15 U.S.C. 78aa) is amended by 
inserting after the third sentence the following: ``In any 
civil action instituted by the Commission under this title in a 
United States district court for any judicial district, 
subpoenas issued to compel the attendance of witnesses or the 
production of documents or tangible things (or both) at any 
hearing or trial may be served at any place within the United 
States. Rule 45(c)(3)(A)(ii) of the Federal Rules of Civil 
Procedure does not apply to a subpoena so issued.''.
  (c) Investment Company Act of 1940.--Section 44 of the 
Investment Company Act of 1940 (15 U.S.C. 80a-43) is amended by 
inserting after the fourth sentence the following: ``In any 
civil action instituted by the Commission under this title in a 
United States district court for any judicial district, 
subpoenas issued to compel the attendance of witnesses or the 
production of documents or tangible things (or both) at any 
hearing or trial may be served at any place within the United 
States. Rule 45(c)(3)(A)(ii) of the Federal Rules of Civil 
Procedure does not apply to a subpoena so issued.''.
  (d) Investment Advisers Act of 1940.--Section 214 of the 
Investment Advisers Act of 1940 (15 U.S.C. 80b-14) is amended 
by inserting after the third sentence the following: ``In any 
civil action instituted by the Commission under this title in a 
United States district court for any judicial district, 
subpoenas issued to compel the attendance of witnesses or the 
production of documents or tangible things (or both) at any 
hearing or trial may be served at any place within the United 
States. Rule 45(c)(3)(A)(ii) of the Federal Rules of Civil 
Procedure does not apply to a subpoena so issued.''.

SEC. 3006. REAUTHORIZATION OF THE FINANCIAL CRIMES ENFORCEMENT NETWORK.

  (a) Findings.--
          (1) The Congress finds as follows:
                  (A) The work of the Financial Crimes 
                Enforcement Network (hereinafter in this 
                section referred to as ``FinCEN'') is essential 
                to safeguard the United States financial system 
                and its international affiliates from the 
                abuses of financial crime, including terrorist 
                financing, weapons of mass destruction 
                proliferation, and money laundering.
                  (B) All avenues of financial intermediation 
                are vulnerable to abuse by illicit actors, and 
                FinCEN exercises the authorities of the Bank 
                Secrecy Act over a broad range of financial 
                institutions.
          (2) The Congress further finds and recognizes the 
        recent establishment by FinCEN of an International 
        Programs Division to expand and enhance global 
        financial intelligence sharing initiatives aimed at 
        combating transnational crime threats facing United 
        States financial markets, and takes note of FinCEN's 
        efforts to collaborate with foreign financial 
        intelligence unit partners on analytical projects to 
        identify and address emerging threats and 
        vulnerabilities.
          (3) The Congress further finds and recognizes the 
        role of FinCEN in discovering and investigating 
        widespread fraud in the mortgage market and elsewhere 
        in the financial services industry. Alongside an 
        effective licensing and registration system for all 
        mortgage originators, a vigilant FinCEN is critical to 
        the recovery of our housing markets and consumer 
        confidence in both the home buying process and the 
        financial services industry as a whole.
  (b) Reauthorization.--Section 310(d)(1) of title 31, United 
States Code, is amended by striking ``such sums as may be 
necessary for fiscal years 2002, 2003, 2004, and 2005'' and 
inserting ``not more than $105,500,000 for fiscal year 2010, 
and such sums as may be necessary for fiscal years 2011, 2012, 
2013, and 2014''.
  (c) Additional Financial Fraud Authorization of 
Appropriations.--In addition to such other amounts otherwise 
made available or appropriated to FinCEN, there are authorized 
to be appropriated to FinCEN $15,000,000 to be used 
specifically for efforts to detect financial fraud. Such sums 
are authorized to remain available until expended.

SEC. 3007. FAIR FUND IMPROVEMENTS.

  (a) Amendment.--Subsection (a) of section 308 of the 
Sarbanes-Oxley Act of 2002 (15 U.S.C. 7246(a)) is amended to 
read as follows:
  ``(a) Civil Penalties To Be Used for the Relief of Victims.--
If in any judicial or administrative action brought by the 
Commission under the securities laws (as such term is defined 
in section 3(a)(47) of the Securities Exchange Act of 1934 (15 
U.S.C. 78c(a)(47)), the Commission obtains a civil penalty 
against any person for a violation of such laws, the amount of 
such civil penalty shall, on the motion or at the direction of 
the Commission, be added to and become part of a disgorgement 
fund or other fund established for the benefit of the victims 
of such violation.''.
  (b) Conforming Amendments.--Section 308 of such Act is 
amended--
          (1) in subsection (b)--
                  (A) by striking ``for a disgorgement fund 
                described in subsection (a)'' and inserting 
                ``for a disgorgement fund or other fund 
                described in subsection (a)''; and
                  (B) by striking ``in the disgorgement fund'' 
                and inserting ``in such fund''; and
          (2) by striking subsection (e).

             TITLE IV--OVER-THE-COUNTER DERIVATIVES MARKETS


SECTION 4001. SHORT TITLE.

  This title may be cited as the ``Over-the-Counter Derivatives 
Markets Act of 2009''.

          Subtitle A--Amendments to the Commodity Exchange Act


SEC. 4100. DEFINITIONS.

  Section 1a of the Commodity Exchange Act (7 U.S.C. 1a) is 
amended by adding at the end the following:
          ``(35) Swap.--
                  ``(A) In general.--Except as provided in 
                subparagraph (B), the term `swap' means any 
                agreement, contract, or transaction that--
                          ``(i) is a put, call, cap, floor, 
                        collar, or similar option of any kind 
                        for the purchase or sale of, or based 
                        on the value of, one or more interest 
                        or other rates, currencies, 
                        commodities, securities, instruments of 
                        indebtedness, indices, quantitative 
                        measures, or other financial or 
                        economic interests or property of any 
                        kind;
                          ``(ii) provides for any purchase, 
                        sale, payment, or delivery (other than 
                        a dividend on an equity security) that 
                        is dependent on the occurrence, non-
                        occurrence, or the extent of the 
                        occurrence of an event or contingency 
                        associated with a potential financial, 
                        economic, or commercial consequence;
                          ``(iii) provides on an executory 
                        basis for the exchange, on a fixed or 
                        contingent basis, of one or more 
                        payments based on the value or level of 
                        one or more interest or other rates, 
                        currencies, commodities, securities, 
                        instruments of indebtedness, indices, 
                        quantitative measures, or other 
                        financial or economic interests or 
                        property of any kind, or any interest 
                        therein or based on the value thereof, 
                        and that transfers, as between the 
                        parties to the transaction, in whole or 
                        in part, the financial risk associated 
                        with a future change in any such value 
                        or level without also conveying a 
                        current or future direct or indirect 
                        ownership interest in an asset 
                        (including any enterprise or investment 
                        pool) or liability that incorporates 
                        the financial risk so transferred, 
                        including any agreement, contract, or 
                        transaction commonly known as an 
                        interest rate swap, a rate floor, rate 
                        cap, rate collar, cross-currency rate 
                        swap, basis swap, currency swap, total 
                        return swap, equity index swap, equity 
                        swap, debt index swap, debt swap, 
                        credit spread, credit default swap, 
                        credit swap, weather swap, energy swap, 
                        metal swap, agricultural swap, 
                        emissions swap, or commodity swap;
                          ``(iv) is an agreement, contract, or 
                        transaction that is, or in the future 
                        becomes, commonly known to the trade as 
                        a swap; or
                          ``(v) is any combination or 
                        permutation of, or option on, any 
                        agreement, contract, or transaction 
                        described in any of clauses (i) through 
                        (iv).
                  ``(B) Exclusions.--The term `swap' does not 
                include:
                          ``(i) any contract of sale of a 
                        commodity for future delivery or 
                        security futures product traded on or 
                        subject to the rules of any board of 
                        trade designated as a contract market 
                        under section 5 or 5f;
                          ``(ii) any sale of a nonfinancial 
                        commodity for deferred shipment or 
                        delivery, so long as such transaction 
                        is physically settled;
                          ``(iii) any put, call, straddle, 
                        option, or privilege on any security, 
                        certificate of deposit, or group or 
                        index of securities, including any 
                        interest therein or based on the value 
                        thereof, that is subject to the 
                        Securities Act of 1933 (15 U.S.C. 77a 
                        et seq.) and the Securities Exchange 
                        Act of 1934 (15 U.S.C. 78a et seq.);
                          ``(iv) any put, call, straddle, 
                        option, or privilege relating to 
                        foreign currency entered into on a 
                        national securities exchange registered 
                        pursuant to section 6(a) of the 
                        Securities Exchange Act of 1934 (15 
                        U.S.C. 78f(a));
                          ``(v) any agreement, contract, or 
                        transaction providing for the purchase 
                        or sale of one or more securities on a 
                        fixed basis that is subject to the 
                        Securities Act of 1933 (15 U.S.C. 77a 
                        et seq.) and the Securities Exchange 
                        Act of 1934 (15 U.S.C. 78a et seq.);
                          ``(vi) any agreement, contract, or 
                        transaction providing for the purchase 
                        or sale of one or more securities on a 
                        contingent basis that is subject to the 
                        Securities Act of 1933 (15 U.S.C. 77a 
                        et seq.) and the Securities Exchange 
                        Act of 1934 (15 U.S.C. 78a et seq.), 
                        unless such agreement, contract, or 
                        transaction predicates such purchase or 
                        sale on the occurrence of a bona fide 
                        contingency that might reasonably be 
                        expected to affect or be affected by 
                        the creditworthiness of a party other 
                        than a party to the agreement, 
                        contract, or transaction;
                          ``(vii) any note, bond, or evidence 
                        of indebtedness that is a security as 
                        defined in section 2(a)(1) of the 
                        Securities Act of 1933 (15 U.S.C. 
                        77b(a)(1));
                          ``(viii) any agreement, contract, or 
                        transaction that is--
                                  ``(I) based on a security; 
                                and
                                  ``(II) entered into directly 
                                or through an underwriter (as 
                                defined in section 2(a)(11) of 
                                the Securities Act of 1933) (15 
                                U.S.C. 77b(a)(11)) by the 
                                issuer of such security for the 
                                purposes of raising capital, 
                                unless such agreement, 
                                contract, or transaction is 
                                entered into to manage a risk 
                                associated with capital 
                                raising;
                          ``(ix) any foreign exchange swap;
                          ``(x) any foreign exchange forward;
                          ``(xi) any agreement, contract, or 
                        transaction a counterparty of which is 
                        a Federal Reserve bank or the United 
                        States Government, or an agency of the 
                        United States Government that is 
                        expressly backed by the full faith and 
                        credit of the United States; and
                          ``(xii) any security-based swap, 
                        other than a security-based swap as 
                        described in paragraph (36](C).
                  ``(C) Rule of construction regarding master 
                agreements.--The term `swap' shall be construed 
                to include a master agreement that provides for 
                an agreement, contract, or transaction that is 
                a swap pursuant to subparagraph (A), together 
                with all supplements to any such master 
                agreement, without regard to whether the master 
                agreement contains an agreement, contract, or 
                transaction that is not a swap pursuant to 
                subparagraph (A), except that the master 
                agreement shall be considered to be a swap only 
                with respect to each agreement, contract, or 
                transaction under the master agreement that is 
                a swap pursuant to subparagraph (A).
          ``(36) Security-based swap.--
                  ``(A) In general.--Except as provided in 
                subparagraph (B), the term `security-based 
                swap' means any agreement, contract, or 
                transaction that would be a swap under 
                paragraph (35) (without regard to paragraph 
                (35)(B)(xii)), and that--
                          ``(i) is based on an index that is a 
                        narrow-based security index, including 
                        any interest therein or based on the 
                        value thereof;
                          ``(ii) is based on a single security 
                        or loan, including any interest therein 
                        or based on the value thereof; or
                          ``(iii) is based on the occurrence, 
                        non-occurrence, or extent of the 
                        occurrence of an event relating to a 
                        single issuer of a security or the 
                        issuers of securities in a narrow-based 
                        security index, provided that such 
                        event must directly affect the 
                        financial statements, financial 
                        condition, or financial obligations of 
                        the issuer.
                  ``(B) Exclusion.--The term `security-based 
                swap' does not include any agreement, contract, 
                or transaction that meets the definition of 
                security-based swap only because it references 
                or is based upon a government security.
                  ``(C) Mixed swap.--The term `security-based 
                swap' includes any agreement, contract, or 
                transaction that is as described in 
                subparagraph (A) and also is based on the value 
                of one or more interest or other rates, 
                currencies, commodities, instruments of 
                indebtedness, indices, quantitative measures, 
                other financial or economic interest or 
                property of any kind (other than a single 
                security or a narrow-based security index), or 
                the occurrence, non-occurrence, or the extent 
                of the occurrence of an event or contingency 
                associated with a potential financial, 
                economic, or commercial consequence (other than 
                an event described in subparagraph (A)(iii)).
                  ``(D) Rule of construction regarding master 
                agreements.--The term `security-based swap' 
                shall be construed to include a master 
                agreement that provides for an agreement, 
                contract, or transaction that is a security-
                based swap pursuant to subparagraph (A), 
                together with all supplements to any such 
                master agreement, without regard to whether the 
                master agreement contains an agreement, 
                contract, or transaction that is not a 
                security-based swap pursuant to subparagraph 
                (A), except that the master agreement shall be 
                considered to be a security-based swap only 
                with respect to each agreement, contract, or 
                transaction under the master agreement that is 
                a security-based swap pursuant to subparagraph 
                (A).
          ``(37) Swap dealer.--
                  ``(A) In general.--The term `swap dealer' 
                means any person engaged in the business of 
                buying and selling swaps for such person's own 
                account, through a broker or otherwise, that is 
                regulated by a Prudential Regulator.
                  ``(B) Exception.--The term `swap dealer' does 
                not include a person that buys or sells swaps 
                for such person's own account, either 
                individually or in a fiduciary capacity, but 
                not as a part of a regular business.
          ``(38) Security-based swap dealer.--
                  ``(A) In general.--The term `security-based 
                swap dealer' means any person engaged in the 
                business of buying and selling security-based 
                swaps for such person's own account, through a 
                broker or otherwise, that is regulated by a 
                Prudential Regulator.
                  ``(B) Exception.--The term `security-based 
                swap dealer' does not include a person that 
                buys or sells security-based swaps for such 
                person's own account, either individually or in 
                a fiduciary capacity, but not as a part of a 
                regular business.
          ``(39) Major swap participant.--
                  ``(A) In general.--The term `major swap 
                participant' means any person who is not a swap 
                dealer, who maintains a substantial net 
                position in outstanding swaps, excluding 
                positions held primarily for hedging (including 
                balance sheet hedging) or risk management 
                purposes, and who is regulated by a Prudential 
                Regulator. A person may be designated as a 
                major swap participant for 1 or more individual 
                types of swaps.
                  ``(B) Definition of `substantial net 
                position'.-- The Commission and the Securities 
                and Exchange Commission shall jointly define by 
                rule or regulation the term `substantial net 
                position' at a threshold that the regulators 
                determine prudent for the effective monitoring, 
                management and oversight of the financial 
                system.
          ``(40) Major security-based swap participant.--
                  ``(A) In general.--The term `major security-
                based swap participant' means any person who is 
                not a security-based swap dealer, who maintains 
                a substantial net position in outstanding 
                security-based swaps, excluding positions held 
                primarily for commercial hedging (including 
                balance sheet hedging) or financial risk 
                management purposes, and who is regulated by a 
                Prudential Regulator. A person may be 
                designated as a major security-based swap 
                participant for 1 or more individual types of 
                security-based swaps.
                  ``(B) Definition of `substantial net 
                position'.--The Commission and the Securities 
                and Exchange Commission shall jointly define by 
                rule or regulation the term `substantial net 
                position' at a threshold that the regulators 
                determine prudent for the effective monitoring, 
                management and oversight of the financial 
                system.
          ``(41) Appropriate federal banking agency.--The term 
        `appropriate Federal banking agency' has the same 
        meaning as in section 3(q) of the Federal Deposit 
        Insurance Act (12 U.S.C. 1813(q)).
          ``(42) Board.--The term `Board' means the Board of 
        Governors of the Federal Reserve System.
          ``(43) Prudential regulator.--The term `Prudential 
        Regulator' means--
                  ``(A) the Board, in the case of a swap 
                dealer, major swap participant, security-based 
                swap dealer or major security-based swap 
                participant that is--
                          ``(i) a State-chartered bank that is 
                        a member of the Federal Reserve System;
                          ``(ii) a State-chartered branch or 
                        agency of a foreign bank; or
                          ``(iii) a bank holding company (as 
                        defined in section 2 of the Bank 
                        Holding Company Act of 1956);
                  ``(B) the Office of the Comptroller of the 
                Currency, in the case of a swap dealer, major 
                swap participant, security-based swap dealer or 
                major security-based swap participant that is--
                          ``(i) a national bank; or
                          ``(ii) a federally chartered branch 
                        or agency of a foreign bank;
                  ``(C) the Federal Deposit Insurance 
                Corporation, in the case of a swap dealer, 
                major swap participant, security-based swap 
                dealer or major security-based swap participant 
                that is a State-chartered bank that is not a 
                member of the Federal Reserve System; or
                  ``(D) the Office of Thrift Supervision, in 
                the case of a savings association (as defined 
                in section 2 of the Home Owners' Loan Act) or a 
                savings and loan holding company (as defined in 
                section 10 of such Act).
          ``(44) Swap repository.--The term `swap repository' 
        means an entity that collects and maintains the records 
        of the terms and conditions of swaps or security-based 
        swaps entered into by third parties.''.

SEC. 4101. SWAP REPOSITORIES.

  (a) Swap Repositories.--The Commodity Exchange Act (7 U.S.C. 
1 et seq.) is amended by inserting after section 20 the 
following:

``SEC. 21. SWAP REPOSITORIES.

  ``(a) Required Reporting.--
          ``(1) In general.--
                  ``(A) In general.--
                  ``(A) In general.--Any swap that is not 
                accepted for clearing by a derivatives clearing 
                organization shall be reported to either a swap 
                repository registered pursuant to subsection 
                (b) or, if there is no repository that would 
                accept the swap, to the Commission in 
                accordance with section 4r within such time 
                period as the Commission may by rule prescribe.
                  ``(B) Authority of swap dealer to report.--
                Counterparties to a swap may agree as to which 
                counterparty will report such swap as required 
                by subparagraph (A). In any swap where only one 
                counterparty is a swap dealer, the swap dealer 
                shall report the swap.
          ``(2) Transition rules.--Rules adopted by the 
        Commission under this section shall provide for the 
        reporting of data, as follows:
                  ``(A) Swaps that were entered into before the 
                date of enactment of the Over-the-Counter 
                Derivatives Markets Act of 2009 shall be 
                reported to a registered swap repository or the 
                Commission no later than 270 days after the 
                effective date of such Act.
                  ``(B) Swaps that were entered into on or 
                after the date of enactment of the Over-the-
                Counter Derivatives Markets Act of 2009 shall 
                be reported to a registered swap repository or 
                the Commission no later than the later of--
                          ``(i) 180 days after the effective 
                        date of such Act; or
                          ``(ii) such other time after entering 
                        into the swap as the Commission may 
                        prescribe by rule or regulation.
  ``(b) Swap Repositories.--
          ``(1) Registration requirement.--
                  ``(A) In general.--It shall be unlawful for a 
                swap repository, unless registered with the 
                Commission, directly or indirectly to make use 
                of the mails or any means or instrumentality of 
                interstate commerce to perform the functions of 
                a swap repository.
                  ``(B) Inspection and examination.--Registered 
                swap repositories shall be subject to 
                inspection and examination by any 
                representatives of the Commission.
          ``(2) Standard setting.--
                  ``(A) Data identification.--The Commission 
                shall prescribe standards that specify the data 
                elements for each swap that shall be collected 
                and maintained by each swap repository.
                  ``(B) Data collection and maintenance.--The 
                Commission shall prescribe data collection and 
                data maintenance standards for swap 
                repositories.
                  ``(C) Comparability.--The standards 
                prescribed by the Commission under this 
                subsection shall be comparable to the data 
                standards imposed by the Commission on 
                derivatives clearing organizations that clear 
                swaps.
          ``(3) Duties.--A swap repository shall--
                  ``(A) accept data prescribed by the 
                Commission for each swap under paragraph (2);
                  ``(B) maintain such data in such form and 
                manner and for such period as may be required 
                by the Commission;
                  ``(C) provide to the Commission, or its 
                designee, such information as is required by, 
                and in a form and at a frequency to be 
                determined by, the Commission, in order to 
                comply with the public reporting requirements 
                contained in section 8(j); and
                  ``(D) make available, on a confidential 
                basis, all data obtained by the swap 
                repository, including individual counterparty 
                trade and position data, to the Commission, the 
                appropriate Federal banking agencies, the 
                Commodity Futures Trading Commission, the 
                Financial Services Oversight Council, and the 
                Department of Justice or to other persons the 
                Commission deems appropriate, including foreign 
                financial supervisors (including foreign 
                futures authorities), foreign central banks, 
                and foreign ministries.
          ``(4) Required registration for swap repositories.--
        Any person that is required to be registered as a swap 
        repository under this subsection shall register with 
        the Commission, regardless of whether that person also 
        is registered with the Securities and Exchange 
        Commission as a security-based swap repository.
          ``(5) Harmonization of rules.--Not later than 270 
        days after the date of enactment of the Over-the-
        Counter Derivatives Markets Act of 2009, the Commission 
        and the Securities and Exchange Commission shall 
        jointly adopt uniform rules governing persons that are 
        registered under this section and persons that are 
        registered as security-based swap repositories under 
        the Securities Exchange Act of 1934 (15 U.S.C. 78a et 
        seq.), including uniform rules that specify the data 
        elements that shall be collected and maintained by each 
        repository.
          ``(6) Exemptions.--The Commission may exempt, 
        conditionally or unconditionally, a swap repository 
        from the requirements of this section if the Commission 
        finds that such swap repository is subject to 
        comparable, comprehensive supervision or regulation on 
        a consolidated basis by the Securities and Exchange 
        Commission, a Prudential Regulator or the appropriate 
        governmental authorities in the organization's home 
        country, or as necessary or appropriate in the public 
        interest and consistent with the purposes of this 
        Act.''.
  (b) Reporting and Recordkeeping.--The Commodity Exchange Act 
(7 U.S.C. 1 et seq.) is amended by inserting after section 4q 
the following:

``SEC. 4R. REPORTING AND RECORDKEEPING FOR CERTAIN SWAPS.

  ``(a) In General.--Any person who enters into a swap that is 
not accepted for clearing by a derivatives clearing 
organization and is not reported to a swap repository 
registered pursuant to section 21 shall meet the requirements 
in subsection (b).
  ``(b) Reports.--Any person described in subsection (a) 
shall--
          ``(1) make such reports in such form and manner and 
        for such period as the Commission shall prescribe by 
        rule or regulation regarding the swaps held by the 
        person; and
          ``(2) keep books and records pertaining to the 
        security-based swaps held by the person in such form 
        and manner and for such period as may be required by 
        the Commission, which books and records shall be open 
        to inspection by any representative of the Commission, 
        an appropriate Federal banking agency, the Securities 
        and Exchange Commission, the Financial Services 
        Oversight Council, and the Department of Justice.
  ``(c) Identical Data.--In adopting rules under this section, 
the Commission shall require persons described in subsection 
(a) to report the same or more comprehensive data than the 
Commission requires repositories to collect.''.
  (c) Public Reporting of Aggregate Swap Data.--Section 8 of 
such Act (7 U.S.C. 12) is amended by adding at the end the 
following:
  ``(j) Public Reporting of Aggregate Swap Data.--
          ``(1) In general.--The Commission, or a person 
        designated by the Commission pursuant to paragraph (2), 
        shall make available to the public, in a manner that 
        does not disclose the business transactions and market 
        positions of any person, aggregate data on swap trading 
        volumes and positions from the sources set forth in 
        paragraph (3).
          ``(2) Designee of the commission.--The Commission may 
        designate a derivatives clearing organization or a swap 
        repository to carry out the public reporting described 
        in paragraph (1).
          ``(3) Sources of information.--The sources of the 
        information to be publicly reported as described in 
        paragraph (1) are--
                  ``(A) derivatives clearing organizations;
                  ``(B) swap repositories pursuant to section 
                21(c)(3); and
                  ``(C) reports received by the Commission 
                pursuant to section 4r.''.

SEC. 4102. MARGIN FOR SWAPS BETWEEN SWAPS DEALERS AND MAJOR SWAP 
                    PARTICIPANTS.

   The Commodity Exchange Act (7 U.S.C. 1 et seq.) is amended 
by inserting after section 4r (as added by section 4101(b) of 
this title) the following:

``SEC. 4S. MARGIN FOR SWAPS BETWEEN CERTAIN SWAPS DEALERS AND CERTAIN 
                    MAJOR SWAP PARTICIPANTS.

  ``Each Prudential Regulator shall impose both initial and 
variation margin requirements on all swaps between swap dealers 
and major swap participants subject to regulation by the 
Regulator, that are not cleared by a derivatives clearing 
organization.''.

SEC. 4103. SEGREGATION OF ASSETS HELD AS COLLATERAL IN SWAP 
                    TRANSACTIONS.

  The Commodity Exchange Act (7 U.S.C. 1 et seq.) is amended by 
inserting after section 4s (as added by section 4102 of this 
title) the following:

``SEC. 4T. SEGREGATION OF ASSETS HELD AS COLLATERAL IN SWAP 
                    TRANSACTIONS.

  ``(a) Cleared Swaps.--A swap dealer, futures commission 
merchant, or derivatives clearing organization by or through 
which funds or other property are held as margin or collateral 
to secure the obligations of a counterparty under a swap to be 
cleared by or through a derivatives clearing organization shall 
segregate, maintain, and use the funds or other property for 
the benefit of the counterparty, in accordance with such rules 
and relations as the Commission or Prudential Regulator shall 
prescribe. Any such funds or other property shall be treated as 
customer property under this Act.
  ``(b) Over-the-counter Swaps.--At the request of a swap 
counterparty who provides funds or other property to a swap 
dealer as margin or collateral to secure the obligations of the 
counterparty under a swap entered into using the mails or any 
other means or instrumentalities of interstate commerce between 
the counterparty and the swap dealer that is not submitted for 
clearing to a derivatives clearing organization, the swap 
dealer shall segregate the funds or other property for the 
benefit of the counterparty, and maintain the funds or other 
property in an account which is carried by a third-party 
custodian and designated as a segregated account for the 
counterparty, in accordance with such rules and regulations as 
the Commission or Prudential Regulator may prescribe. Any such 
funds and property may, with the agreement of the customer, be 
commingled with the funds and property of other swap 
counterparties and customers and shall be eligible for 
treatment as customer property under this Act. This subsection 
shall not be interpreted to preclude commercial arrangements 
regarding the investment of the segregated funds or other 
property and the related allocation of gains and losses 
resulting from any such investment or regarding the allocation 
of the costs of segregation.
  ``(c) Mark-to-market Margin.--Nothing in this section shall 
be construed to obligate any person to segregate variation or 
mark-to-market margin.''.

     Subtitle B--Amendments to the Securities Exchange Act of 1934


SEC. 4201. DEFINITIONS.

  Section 3(a) of the Securities Exchange Act of 1934 (15 
U.S.C. 78c(a)) is amended by adding at the end the following:
          ``(65) Appropriate federal banking agency.--The term 
        `appropriate Federal banking agency' has the same 
        meaning as in section 3(q) of the Federal Deposit 
        Insurance Act (12 U.S.C. 1813(q)).
          ``(66) Major swap participant.--The term `major swap 
        participant' has the same meaning as in section 1a(40) 
        of the Commodity Exchange Act (7 U.S.C. 1a(40)).
          ``(67) Major security-based swap participant.--The 
        term `major security-based swap participant' has the 
        same meaning as in section 1a(41) of the Commodity 
        Exchange Act (7 U.S.C. 1a(41)).
          ``(68) Prudential regulator.--The term `Prudential 
        Regulator' has the same meaning as in section 1a(43) of 
        the Commodity Exchange Act (7 U.S.C. 1a(43)).
          ``(69) Swap.--The term `swap' has the same meaning as 
        in section 1a(35) of the Commodity Exchange Act (7 
        U.S.C. 1a(35)).
          ``(70) Swap dealer.--The term `swap dealer' has the 
        same meaning as in section 1a(39) of the Commodity 
        Exchange Act (7 U.S.C. 1a(39)).
          ``(71) Security-based swap.--The term `security-based 
        swap' has the same meaning as in section 1a(38) of the 
        Commodity Exchange Act (7 U.S.C. 1a(38)).
          ``(72) Security-based swap dealer.--The term 
        `security-based swap dealer' has the same meaning as in 
        section 1a(44) of the Commodity Exchange Act (7 U.S.C. 
        1a(44)).''.

SEC. 4202. SWAP REPOSITORIES.

  (a) In General.--The Securities Exchange Act of 1934 (15 
U.S.C. 78a, et seq.) is amended by adding the following section 
after section 3A:

``SEC. 3B. SWAP REPOSITORIES.

  ``(a) Required Reporting.--
          ``(1) In general.--
                  ``(A) In general.--Any security-based swap 
                that is not accepted for clearing by any 
                clearing agency shall be reported to either a 
                security-based swap repository registered 
                pursuant to subsection (b) or, if there is no 
                repository that would accept the security-based 
                swap, to the Commission in accordance with 
                section 13A within such time period as the 
                Commission may by rule prescribe.
                  ``(B) Authority of swap dealer to report.--
                Counterparties to a security-based swap may 
                agree as to which counterparty will report such 
                swap as required by subparagraph (A). In any 
                security-based swap where only one counterparty 
                is a swap dealer, the swap dealer shall report 
                the swap.
          ``(2) Transition rules.--Rules adopted by the 
        Commission under this section shall provide for the 
        reporting of data, as follows:
                  ``(A) Security-based swaps that were entered 
                into before the date of enactment of the Over-
                the-Counter Derivatives Markets Act of 2009 
                shall be reported to a registered security-
                based swap repository or the Commission no 
                later than 270 days after the effective date of 
                such Act.
                  ``(B) Security-based swaps that were entered 
                into on or after the date of enactment of the 
                Over-the-Counter Derivatives Markets Act of 
                2009 shall be reported to a registered 
                security-based swap repository or the 
                Commission no later than the later of--
                          ``(i) 180 days after the effective 
                        date of such Act; or
                          ``(ii) such other time after entering 
                        into the swap as the Commission may 
                        prescribe by rule or regulation.
  ``(b) Security-based Swap Repositories.--
          ``(1) Registration requirement.--
                  ``(A) In general.--It shall be unlawful for a 
                security-based swap repository, unless 
                registered with the Commission, directly or 
                indirectly to make use of the mails or any 
                means or instrumentality of interstate commerce 
                to perform the functions of a security-based 
                swap repository.
                  ``(B) Inspection and examination.--Registered 
                security-based swap repositories shall be 
                subject to inspection and examination by any 
                representatives of the Commission.
          ``(2) Standard setting.--
                  ``(A) Data identification.--The Commission 
                shall prescribe standards that specify the data 
                elements for each security-based swap that 
                shall be collected and maintained by each 
                security-based swap repository.
                  ``(B) Data collection and maintenance.--The 
                Commission shall prescribe data collection and 
                data maintenance standards for security-based 
                swap repositories.
                  ``(C) Comparability.--The standards 
                prescribed by the Commission under this 
                subsection shall be comparable to the data 
                standards imposed by the Commission on clearing 
                agencies that clear security-based swaps.
          ``(3) Duties.--A security-based swap repository 
        shall--
                  ``(A) accept data prescribed by the 
                Commission for each security-based swap under 
                this paragraph (2);
                  ``(B) maintain such data in such form and 
                manner and for such period as may be required 
                by the Commission;
                  ``(C) provide to the Commission, or its 
                designee, such information as is required by, 
                and in a form and at a frequency to be 
                determined by, the Commission, in order to 
                comply with the public reporting requirements 
                contained in section 13(m); and
                  ``(D) make available, on a confidential 
                basis, all data obtained by the security-based 
                swap repository, including individual 
                counterparty trade and position data, to the 
                Commission, the appropriate Federal banking 
                agencies, the Commodity Futures Trading 
                Commission, the Financial Services Oversight 
                Council, and the Department of Justice or to 
                other persons the Commission deems appropriate, 
                including foreign financial supervisors 
                (including foreign futures authorities), 
                foreign central banks, and foreign ministries.
          ``(4) Required registration for security-based swap 
        repositories.--Any person that is required to be 
        registered as a securities-based swap repository under 
        this subsection shall register with the Commission, 
        regardless of whether that person also is registered 
        with the Commodity Futures Trading Commission as a swap 
        repository.
          ``(5) Harmonization of rules.--Not later than 270 
        days after the date of enactment of the Over-the-
        Counter Derivatives Markets Act of 2009, the Commission 
        and the Commodity Futures Trading Commission shall 
        jointly adopt uniform rules governing persons that are 
        registered under this section and persons that are 
        registered as swap repositories under the Commodity 
        Exchange Act (7 U.S.C. 1, et seq.), including uniform 
        rules that specify the data elements that shall be 
        collected and maintained by each repository.
          ``(6) Exemptions.--The Commission may exempt, 
        conditionally or unconditionally, a security-based swap 
        repository from the requirements of this section if the 
        Commission finds that such security-based swap 
        repository is subject to comparable, comprehensive 
        supervision or regulation on a consolidated basis by 
        the Commodity Futures Trading Commission, a Prudential 
        Regulator or the appropriate governmental authorities 
        in the organization's home country, or as necessary or 
        appropriate in the public interest and consistent with 
        the purposes of this Act.''.
  (b) Reporting and Recordkeeping.--The Securities Exchange Act 
of 1934 (15 U.S.C. 78a, et seq.) is amended by inserting after 
section 13 the following section:

``SEC. 13A. REPORTING AND RECORDKEEPING FOR CERTAIN SECURITY-BASED 
                    SWAPS.

  ``(a) In General.--Any person who enters into a security-
based swap that is not accepted for clearing by any clearing 
agency and is not reported to a security-based swap repository 
registered pursuant to section 3B(b) shall meet the 
requirements in subsection (b).
  ``(b) Reports.--Any person described in subsection (a) 
shall--
          ``(1) make such reports in such form and manner and 
        for such period as the Commission shall prescribe by 
        rule or regulation regarding the security-based swaps 
        held by the person; and
          ``(2) keep books and records pertaining to the 
        security-based swaps held by the person in such form 
        and manner and for such period as may be required by 
        the Commission, which books and records shall be open 
        to inspection by any representative of the Commission, 
        an appropriate Federal banking agency, the Commodity 
        Futures Trading Commission, the Financial Services 
        Oversight Council, and the Department of Justice.
  ``(c) Identical Data.--In adopting rules under this section, 
the Commission shall require persons described in subsection 
(a) to report the same or more comprehensive data than the 
Commission requires security-based swap repositories to 
collect.''.
  (c) Public Reporting and Repositories for Security-based Swap 
Agreements.--Section 13 of the Securities Exchange Act of 1934 
(15 U.S.C. 78m) is amended by adding at the end the following:
  ``(m) Public Reporting of Aggregate Security-based Swap 
Data.--
          ``(1) In general.--The Commission, or a person 
        designated by the Commission pursuant to paragraph (2), 
        shall make available to the public, in a manner that 
        does not disclose the business transactions and market 
        positions of any person, aggregate data on security-
        based swap trading volumes and positions from the 
        sources set forth in paragraph (3).
          ``(2) Designee of the commission.--The Commission may 
        designate a clearing agency or a security-based swap 
        repository to carry out the public reporting described 
        in paragraph (1).
          ``(3) Sources of information.--The sources of the 
        information to be publicly reported as described in 
        paragraph (1) are--
                  ``(A) clearing agencies;
                  ``(B) security-based swap repositories 
                registered pursuant to section 3B(b); and
                  ``(C) reports received by the Commission 
                pursuant to section 13A.''.

SEC. 4203. MARGIN REQUIREMENTS.

  The Securities Exchange Act of 1934 (15 U.S.C. 78a, et seq.) 
is amended by adding the following section after section 3B:

``SEC. 3C. MARGIN REQUIREMENTS FOR SECURITY-BASED SWAP DEALERS AND 
                    MAJOR SECURITY-BASED SWAP PARTICIPANTS.

  ``Each Prudential Regulator shall impose both initial and 
variation margin requirements on all security-based swaps 
between security-based swap dealers and major security-based 
swap participants subject to regulation by the Regulator, that 
are not cleared by a clearing agency.''.

SEC. 4204. SEGREGATION OF ASSETS HELD AS COLLATERAL IN SWAP 
                    TRANSACTIONS.

  The Securities Exchange Act of 1934 (15 U.S.C. 78a, et seq.) 
is further amended by adding after section 3C (as added by 
section 4203) the following:

``SEC. 3D. SEGREGATION OF ASSETS HELD AS COLLATERAL IN SWAP 
                    TRANSACTIONS.

  ``(a) Cleared Swaps.--A security-based swap dealer or 
clearing agency by or through which funds or other property are 
held as margin or collateral to secure the obligations of a 
counterparty under a security-based swap to be cleared by or 
through a derivatives clearing agency shall segregate, 
maintain, and use the funds or other property for the benefit 
of the counterparty, in accordance with such rules and 
regulations as the Commission or Prudential Regulator shall 
prescribe. Any such funds or other property shall be treated as 
customer property under this Act.
  ``(b) Over-the-counter Swaps.--At the request of a 
counterparty to a security-based swap who provides funds or 
other property to a swap dealer as margin or collateral to 
secure the obligations of the counterparty under a security-
based swap entered into using the mails or any other means or 
instrumentalities of interstate commerce between the 
counterparty and the swap dealer that is not submitted for 
clearing to a derivatives clearing agency, the swap dealer 
shall segregate the funds or other property for the benefit of 
the counterparty, and maintain the funds or other property in 
an account which is carried by a third-party custodian and 
designated as a segregated account for the counterparty, in 
accordance with such rules and regulations as the Commission or 
Prudential Regulator may prescribe. This subsection shall not 
be interpreted to preclude commercial arrangements regarding 
the investment of the segregated funds or other property and 
the related allocation of gains and losses resulting from any 
such investment or regarding the allocation of the costs of 
segregation.
  ``(c) Mark-to-market Margin.--Nothing in this section shall 
be construed to obligate any person to segregate variation or 
mark-to-market margin.''.

                     Subtitle C--Common Provisions


SEC. 4301. REPORT TO THE CONGRESS.

  Within 1 year after the date of the enactment of this title, 
and not less frequently than annually thereafter, the Commodity 
Futures Trading Commission, the Securities and Exchange 
Commission, and the Prudential Regulators shall review data 
from swap repositories, security-based swap repositories, 
derivative clearing organizations, and clearing agencies, and 
if the Commodity Futures Trading Commission, the Securities and 
Exchange Commission, and the Prudential Regulators jointly find 
that the activities of swaps dealers, securities-based swaps 
dealers, major swap participants, or major security-based swap 
participants not subject to regulation by the Commodity Futures 
Trading Commission, the Securities and Exchange Commission, or 
a Prudential Regulator, in relation to swaps or security-based 
swaps that are not submitted to a derivatives clearing 
organization or clearing agency for clearing, have become so 
substantial or imprudent as to potentially threaten the 
stability of financial markets or the economy, the Commodity 
Futures Trading Commission, the Securities and Exchange 
Commission, and the Prudential Regulators shall jointly submit 
to the Congress a report on the situation, including 
recommendations as to whether the activities should be subject 
to further regulation.

SEC. 4302. CAPITAL REQUIREMENTS.

  Each Prudential Regulator shall take into account the swaps 
and security-based swaps activities of the entities subject to 
regulation by the Regulator in establishing capital 
requirements for the entities.

SEC. 4303. CENTRALIZED CLEARING.

  (a) In General.--The Board, in consultation and coordination 
with the Securities and Exchange Commission and the Commodity 
Futures Trading Commission, shall implement policies and 
procedures designed to increase the use of central 
counterparties for clearing of over-the-counter swaps 
transactions by swap dealers, security-based swap dealers, 
major swap participants, and major security-based swap 
participants, with the goal of significantly reducing the risk 
profile of the market in which the transactions occur.
  (b) Firm Targets.--
          (1) In general.--Pursuant to subsection (a), the 
        Board shall establish the following firm goals for swap 
        dealers, security-based swap dealers, major swap 
        participants, and major security-based swap 
        participants, with respect to the clearing of certain 
        swaps:
                  (A) Interest rate swaps.--In the case of 
                interest rate swaps, each swap dealer, 
                security-based swap dealer, major swap 
                participant, and major security-based swap 
                participant shall commit to a goal, beginning 
                December 2009, of submitting for clearing to a 
                derivatives clearing organization or clearing 
                agency--
                          (i) 90 percent of new eligible trades 
                        (calculated on a notional basis);
                          (ii) 70 percent of new eligible 
                        trades (calculated on a weighted 
                        average notional basis); and
                          (iii) 60 percent of historical 
                        eligible trades (calculated on a 
                        weighted average notional basis).
                  (B) Credit default swaps.--In the case of 
                credit default swaps, each swap dealer, 
                security-based swap dealer, major swap 
                participant, and major security-based swap 
                participant shall commit to a goal, beginning 
                December 2009, of submitting for clearing to a 
                derivatives clearing organization or clearing 
                agency--
                          (i) 95 percent of new eligible trades 
                        (calculated on a notional basis); and
                          (ii) 80 percent of all eligible 
                        trades (calculated on a weighted 
                        average notional basis).
          (2) Definitions.--In paragraph (1):
                  (A) Eligible trade.--The term ``eligible 
                trade'' means a trade on an eligible product 
                between counterparties each of whom--
                          (i) is a swap dealer, security-based 
                        swap dealer, major swap participant, or 
                        major security-based swap participant; 
                        and
                          (ii) has a clearing relationship in 
                        place with 1 or more common derivative 
                        clearing organizations or clearing 
                        agencies) for the eligible product.
                  (B) Eligible product.--The term ``eligible 
                product'' means a product eligible for clearing 
                by a derivative clearing organization or 
                clearing agency.
  (c) Other Contracts and Counterparties.--The Board, in 
consultation with the Securities and Exchange Commission and 
the Commodity Futures Trading Commission, shall actively engage 
central counterparties and regulators globally to--
          (1) broaden the set of derivative products eligible 
        for clearing by swap dealers, security-based swap 
        dealers, major swap participants, and major security-
        based swap participants, taking into account risk, 
        liquidity, default management and other processes; and
          (2) expand the set of counterparties eligible to 
        clear at each eligible central counterparty taking into 
        account appropriate counterparty risk management 
        considerations, including the development of buy-side 
        clearing.

SEC. 4304. DEFINITIONS.

  The terms used in this subtitle shall have the meanings given 
the terms in section 1a of the Commodity Exchange Act.

   TITLE V--CORPORATE AND FINANCIAL INSTITUTION COMPENSATION FAIRNESS


SEC. 5001. SHORT TITLE.

  This title may be cited as the ``Corporate and Financial 
Institution Compensation Fairness Act of 2009''.

SEC. 5002. SHAREHOLDER VOTE ON EXECUTIVE COMPENSATION.

  (a) Amendment to the Securities Exchange Act of 1934.--
Section 14 of the Securities Exchange Act of 1934 (15 U.S.C. 
78n) is amended by adding at the end the following new 
subsection:
  ``(i) Triennial Advisory Shareholder Vote on Executive 
Compensation.--
          ``(1) In general.--A proxy or consent or 
        authorization for an annual meeting of the shareholders 
        (or a special meeting in lieu of the annual meeting) 
        occurring on or after the date that is 6 months after 
        the date on which final rules are issued under 
        paragraph (4), shall provide for a separate shareholder 
        advisory vote, at least once every three years, to 
        approve the registrant's executive compensation 
        policies and practices as set forth pursuant to the 
        Commission's disclosure rules. The shareholder vote 
        shall be advisory in nature and shall not be binding on 
        the issuer or its board of directors and shall not be 
        construed as overruling a decision by such board, nor 
        to create or imply any additional fiduciary duty by 
        such board, nor shall such vote be construed to 
        restrict or limit the ability of shareholders to make 
        proposals for inclusion in proxy materials related to 
        executive compensation for meetings of shareholders at 
        which such an advisory vote on executive compensation 
        is not to be conducted.
          ``(2) Opt out.--If not less than \2/3\ of votes cast 
        at a meeting of shareholders on a proposal to opt out 
        of the triennial shareholder advisory vote on executive 
        compensation required under paragraph (1) are cast in 
        favor of such a proposal, then such shareholder 
        advisory vote required under such paragraph shall not 
        be required to take place for a period of 5 years 
        following the vote approving such proposal.
          ``(3) Shareholder approval of golden parachute 
        compensation.--
                  ``(A) Disclosure.--In any proxy or consent 
                solicitation material for an annual meeting of 
                the shareholders (or a special meeting in lieu 
                of the annual meeting) occurring on or after 
                the date that is 6 months after the date on 
                which final rules are issued under paragraph 
                (4), that concerns an acquisition, merger, 
                consolidations, or proposed sale or other 
                disposition of all or substantially all the 
                assets of an issuer, the person making such 
                solicitation shall disclose in the proxy or 
                consent solicitation material, in a clear and 
                simple tabular form in accordance with 
                regulations to be promulgated by the 
                Commission, any agreements or understandings 
                that such person has with the named executive 
                officers (as such term is defined in the rules 
                promulgated by the Commission) of such issuer 
                (or of the acquiring issuer, if such issuer is 
                not the acquiring issuer) concerning any type 
                of compensation (whether present, deferred, or 
                contingent) that is based on or otherwise 
                relates to the acquisition, merger, 
                consolidation, sale, or other dispositions of 
                all or substantially all of the assets of the 
                issuer, and the aggregate total of all such 
                compensation that may (and the conditions upon 
                which it may) be paid or become payable to or 
                on behalf of such named executive officer.
                  ``(B) Shareholder approval.--Any proxy or 
                consent or authorization relating to the proxy 
                or consent solicitation material containing the 
                disclosure required by subparagraph (A) shall 
                provide for a separate shareholder vote to 
                approve such agreements or understandings and 
                compensation as disclosed. A vote by the 
                shareholders shall not be binding on the 
                corporation or the board of directors of the 
                issuer or the person making the solicitation 
                and shall not be construed as overruling a 
                decision by such board, nor to create or imply 
                any additional fiduciary duty by such board.''
          ``(4) Rulemaking.--Not later than 1 year after the 
        date of the enactment of the Corporate and Financial 
        Institution Compensation Fairness Act of 2009, the 
        Commission shall issue rules and regulations to 
        implement this subsection.''.
  (b) Study and Report.--The Securities and Exchange Commission 
shall conduct a study and review of the results of shareholder 
advisory votes on executive compensation held pursuant to this 
section and the effects of such votes. Not later than 5 years 
after the date of enactment of this title, the Securities and 
Exchange Commission shall submit a report to the Congress on 
the results of the study and review required by this 
subsection.

SEC. 5003. COMPENSATION COMMITTEE INDEPENDENCE.

  (a) Standards Relating to Compensation Committees.--The 
Securities Exchange Act of 1934 (15 U.S.C. 78f) is amended by 
inserting after section 10A the following new section:

``SEC. 10B. STANDARDS RELATING TO COMPENSATION COMMITTEES.

  ``(a) Commission Rules.--
          ``(1) In general.--Effective not later than 270 days 
        after the date of enactment of the Corporate and 
        Financial Institution Compensation Fairness Act of 
        2009, the Commission shall, by rule, direct the 
        national securities exchanges and national securities 
        associations to prohibit the listing of any security of 
        an issuer that is not in compliance with the 
        requirements of any portion of subsections (b) through 
        (f).
          ``(2) Opportunity to cure defects.--The rules of the 
        Commission under paragraph (1) shall provide for 
        appropriate procedures for an issuer to have an 
        opportunity to cure any defects that would be the basis 
        for a prohibition under paragraph (1) before the 
        imposition of such prohibition.
          ``(3) Exemption authority.--The Commission may exempt 
        certain categories of issuers from the requirements of 
        subsections (b) through (f), where appropriate in view 
        of the purpose of this section. In determining 
        appropriate exemptions, the Commission shall take into 
        account, among other considerations, the potential 
        impact on smaller reporting issuers.
          ``(4) No federal preemption.--If the law of the State 
        under which an issuer is incorporated provides for a 
        procedure for the board of directors to establish an 
        independent compensation committee, then such State law 
        shall be controlling and nothing in this section shall 
        preempt such State law.
  ``(b) Independence of Compensation Committees.--
          ``(1) In general.--Each member of the compensation 
        committee of the board of directors of the issuer shall 
        be a member of the board of directors of the issuer, 
        and shall otherwise be independent.
          ``(2) Criteria.--The Commission shall, by rule, 
        establish the criteria for determining whether a 
        director is independent for purposes of this 
        subsection. Such rules shall require that a member of a 
        compensation committee of an issuer may not, other than 
        in his or her capacity as a member of the compensation 
        committee, the board of directors, or any other board 
        committee--
                  ``(A) accept any consulting, advisory, or 
                other compensatory fee from the issuer; or
                  ``(B) be an affiliated person of the issuer 
                or any subsidiary thereof.
          ``(3) Exemptive authority.--The Commission may exempt 
        from the requirements of paragraph (2) a particular 
        relationship with respect to compensation committee 
        members, where appropriate in view of the purpose of 
        this section.
          ``(4) Definition.--As used in this section, the term 
        `compensation committee' means--
                  ``(A) a committee (or equivalent body) 
                established by and amongst the board of 
                directors of an issuer for the purpose of 
                determining and approving the compensation 
                arrangements for the executive officers of the 
                issuer; and
                  ``(B) if no such committee exists with 
                respect to an issuer, the independent members 
                of the entire board of directors.
  ``(c) Independence Standards for Compensation Consultants and 
Other Committee Advisors.--The charter of the compensation 
committee of the board of directors of an issuer shall set 
forth that any outside compensation consultant formally engaged 
or retained by the compensation committee shall meet standards 
for independence to be promulgated by the Commission.
  ``(d) Compensation Committee Authority Relating to 
Compensation Consultants.--
          ``(1) In general.--The compensation committee of each 
        issuer, in its capacity as a committee of the board of 
        directors, shall have the authority, in its sole 
        discretion, to retain and obtain the advice of a 
        compensation consultant meeting the standards for 
        independence promulgated pursuant to subsection (c), 
        and the compensation committee shall be directly 
        responsible for the appointment, compensation, and 
        oversight of the work of such independent compensation 
        consultant. This provision shall not be construed to 
        require the compensation committee to implement or act 
        consistently with the advice or recommendations of the 
        compensation consultant, and shall not otherwise affect 
        the compensation committee's ability or obligation to 
        exercise its own judgment in fulfillment of its duties.
          ``(2) Disclosure.--In any proxy or consent 
        solicitation material for an annual meeting of the 
        shareholders (or a special meeting in lieu of the 
        annual meeting) occurring on or after the date that is 
        1 year after the date of enactment of the Corporate and 
        Financial Institution Compensation Fairness Act of 
        2009, each issuer shall disclose in the proxy or 
        consent material, in accordance with regulations to be 
        promulgated by the Commission whether the compensation 
        committee of the issuer retained and obtained the 
        advice of a compensation consultant meeting the 
        standards for independence promulgated pursuant to 
        subsection (c).
  ``(e) Authority To Engage Independent Counsel and Other 
Advisors.--The compensation committee of each issuer, in its 
capacity as a committee of the board of directors, shall have 
the authority, in its sole discretion, to retain and obtain the 
advice of independent counsel and other advisers meeting the 
standards for independence promulgated pursuant to subsection 
(c), and the compensation committee shall be directly 
responsible for the appointment, compensation, and oversight of 
the work of such independent counsel and other advisers. This 
provision shall not be construed to require the compensation 
committee to implement or act consistently with the advice or 
recommendations of such independent counsel and other advisers, 
and shall not otherwise affect the compensation committee's 
ability or obligation to exercise its own judgment in 
fulfillment of its duties.
  ``(f) Funding.--Each issuer shall provide for appropriate 
funding, as determined by the compensation committee, in its 
capacity as a committee of the board of directors, for payment 
of compensation--
          ``(1) to any compensation consultant to the 
        compensation committee that meets the standards for 
        independence promulgated pursuant to subsection (c); 
        and
          ``(2) to any independent counsel or other adviser to 
        the compensation committee.''.
  (b) Study and Review Required.--
          (1) In general.--The Securities Exchange Commission 
        shall conduct a study and review of the use of 
        compensation consultants meeting the standards for 
        independence promulgated pursuant to section 10B(c) of 
        the Security Exchange Act of 1934 (as added by 
        subsection (a)), and the effects of such use.
          (2) Report to congress.--Not later than 3 years after 
        the date of enactment of this title, the Commission 
        shall submit a report to the Congress on the results of 
        the study and review required by this paragraph.

                    TITLE VI--CREDIT RATING AGENCIES


SEC. 6001. CHANGES TO DESIGNATION.

  The Securities Act of 1933 and the Securities Exchange Act of 
1934 are each amended by striking ``nationally recognized 
statistical rating'' each place it appears and inserting 
``nationally registered statistical rating''.

SEC. 6002. REMOVAL OF STATUTORY REFERENCES TO CREDIT RATINGS.

  (a) Federal Deposit Insurance Act.--The Federal Deposit 
Insurance Act (12 U.S.C. 1811 et seq.) is amended--
          (1) in section 28(d)--
                  (A) in the subsection heading, by striking 
                ``not of investment grade'';
                  (B) in paragraph (1), by striking ``not of 
                investment grade'' and inserting ``that does 
                not meet standards of credit-worthiness as 
                established by the Corporation'';
                  (C) in paragraph (2), by striking ``not of 
                investment grade'';
                  (D) by striking paragraph (3) and 
                redesignating paragraph (4) as paragraph (3); 
                and
                  (E) in paragraph (3) (as so redesignated)--
                          (i) by striking subparagraph (A) and 
                        redesignating subparagraphs (B) and (C) 
                        as subparagraphs (A) and (B), 
                        respectively; and
                          (ii) in subparagraph (B) (as so 
                        redesignated), by striking ``not of 
                        investment grade'' and inserting ``that 
                        does not meet standards of credit-
                        worthiness as established by the 
                        Corporation'';
          (2) in section 28(e)--
                  (A) in the subsection heading, by striking 
                ``not of investment grade'';
                  (B) in paragraph (1), by striking ``not of 
                investment grade'' and inserting ``that does 
                not meet standards of credit-worthiness as 
                established by the Corporation''; and
                  (C) in paragraphs (2) and (3), by striking 
                ``not of investment grade'' each place that it 
                appears and inserting ``that does not meet 
                standards of credit-worthiness established by 
                the Corporation''; and
          (3) in section 7(b)(1)(E)(i), by striking ``credit 
        rating entities, and other private economic'' and 
        inserting ``private economic, credit,''.
  (b) Federal Housing Enterprises Financial Safety and 
Soundness Act of 1992.--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 ``by rating 
        organization''; and
          (2) by striking ``that is a nationally recognized 
        statistical rating organization, as such term is 
        defined in section 3(a) of the Securities Exchange Act 
        of 1934,''.
  (c) Investment Company Act of 1940.--Section 
6(a)(5)(A)(iv)(I) of the Investment Company Act of 1940 (15 
U.S.C. 80a-6(a)(5)(A)(iv)(I)) is amended by striking ``is rated 
investment grade by not less than 1 nationally recognized 
statistical rating organization'' and inserting ``meets such 
standards of credit-worthiness that the Commission shall 
adopt''.
  (d) Revised Statutes.--Section 5136A of title LXII of the 
Revised Statutes of the United States (12 U.S.C. 24a) is 
amended--
          (1) in subsection (a)(2)(E), by striking ``any 
        applicable rating'' and inserting ``standards of credit 
        worthiness established by the Comptroller of the 
        Currency'';
          (2) in the heading for subsection (a)(3) by striking 
        ``rating or comparable requirement'' and inserting 
        ``requirement'';
          (3) in subsection (a)(3), by amending subparagraph 
        (A) to read as follows:
                  ``(A) In general.--A national bank meets the 
                requirements of this paragraph if the bank is 
                one of the 100 largest insured banks and has 
                not fewer than 1 issue of outstanding debt that 
                meets standards of credit-worthiness or other 
                criteria as the Secretary of the Treasury and 
                the Board of Governors of the Federal Reserve 
                System may jointly establish.'';
          (4) in the heading for subsection (f), by striking 
        ``maintain public rating or'' and inserting ``meet 
        standards of credit-worthiness''; and
          (5) in subsection (f)(1), by striking ``any 
        applicable rating'' and inserting ``standards of 
        credit-worthiness established by the Comptroller of the 
        Currency''.
  (e) Securities Exchange Act of 1934.--Section 3(a) Securities 
Exchange Act of 1934 (15 U.S.C. 78a(3)(a)) is amended--
          (1) in paragraph (41), by striking ``is rated in one 
        of the two highest rating categories by at least one 
        nationally recognized statistical rating organization'' 
        and inserting ``meets standards of credit-worthiness as 
        defined by the Commission''; and
          (2) in paragraph (53)(A), by striking ``is rated in 1 
        of the 4 highest rating categories by at least 1 
        nationally recognized statistical rating organization'' 
        and inserting ``meets standards of credit-worthiness as 
        defined by the Commission''.
  (f) World Bank Discussions.--Section 3(a)(6) of the amendment 
in the nature of a substitute to the text of H.R. 4645, as 
ordered reported from the Committee on Banking, Finance and 
Urban Affairs on September 22, 1988, as enacted into law by 
section 555 of Public Law 100-461, (22 U.S.C. 286hh(a)(6)), is 
amended by striking ``rating'' and inserting ``worthiness''.
  (g) Effective Date.--The amendments made by this section 
shall take effect after the end of the 6-month period beginning 
on the date of the enactment of this title.

SEC. 6003. REVIEW OF RELIANCE ON RATINGS.

  (a) Agency Review.--
          (1) Review.--Not later than 1 year after the date of 
        the enactment of this title, each Federal agency listed 
        in paragraph (4) shall, to the extent applicable, 
        review--
                  (A) any regulation issued by such agency that 
                requires the use of an assessment of the 
                credit-worthiness of a security or money market 
                instrument; and
                  (B) any references to or requirements in such 
                regulations regarding credit ratings.
          (2) Modifications required.--Each such agency shall 
        modify any such regulations identified by the review 
        conducted under paragraph (1) to remove any reference 
        to or requirement of reliance on credit ratings and to 
        substitute in such regulations such standard of credit-
        worthiness as each respective agency shall determine as 
        appropriate for such regulations. In making such 
        determination, such agencies shall seek to establish, 
        to the extent feasible, uniform standards of credit-
        worthiness for use by each such agency, taking into 
        account the entities regulated by each such agency and 
        the purposes for which such entities would rely on such 
        standards of credit-worthiness.
          (3) Report.--Upon conclusion of the review required 
        under paragraph (1), each Federal agency listed in 
        paragraph (4) shall transmit a report to the Congress 
        containing a description of any modification of any 
        regulation such agency made pursuant to paragraph (2).
          (4) Applicable agencies.--The agencies required to 
        conduct the review and report required by this 
        subsection are--
                  (A) the Securities and Exchange Commission;
                  (B) the Federal Deposit Insurance 
                Corporation;
                  (C) the Office of Thrift Supervision;
                  (D) the Office of the Comptroller of the 
                Currency;
                  (E) the Board of Governors of the Federal 
                Reserve;
                  (F) the National Credit Union Administration; 
                and
                  (G) the Federal Housing Finance Agency.
  (b) GAO Review of Other Agencies.--
          (1) Review.--The Comptroller General of the United 
        States shall conduct a comprehensive review of the use 
        of credit ratings by Federal agencies other than those 
        listed in subsection (a)(4), including an analysis of 
        the provisions of law or regulation applicable to each 
        such agency that refer to and require the use of credit 
        ratings by the agency, and the policies and practices 
        of each agency with respect to credit ratings.
          (2) Report.--Not later than 1 year after the date of 
        the enactment of this title, the Comptroller General 
        shall transmit to the Congress a report on the findings 
        of the study conducted pursuant to paragraph (1), 
        including recommendations for any legislation or 
        rulemaking necessary or appropriate in order for such 
        agencies to reduce their reliance on credit ratings.

           TITLE VII--GOVERNMENT-SPONSORED ENTERPRISES REFORM


SEC. 7001. SHORT TITLE.

  This title may be cited as the ``Government-Sponsored 
Enterprises Free Market Reform Act of 2009''.

SEC. 7002. DEFINITIONS.

  For purposes of this title, the following definitions shall 
apply:
          (1) Charter.--The term ``charter'' means--
                  (A) with respect to the Federal National 
                Mortgage Association, the Federal National 
                Mortgage Association Charter Act (12 U.S.C. 
                1716 et seq.); and
                  (B) with respect to the Federal Home Loan 
                Mortgage Corporation, the Federal Home Loan 
                Mortgage Corporation Act (12 U.S.C. 1451 et 
                seq.).
          (2) Director.--The term ``Director'' means the 
        Director of the Federal Housing Finance Agency.
          (3) Enterprise.--The term ``enterprise'' means--
                  (A) the Federal National Mortgage 
                Association; and
                  (B) the Federal Home Loan Mortgage 
                Corporation.
          (4) Guarantee.--The term ``guarantee'' means, with 
        respect to an enterprise, the credit support of the 
        enterprise that is provided by the Federal Government 
        through its charter as a Government-sponsored 
        enterprise.

SEC. 7003. TERMINATION OF CURRENT CONSERVATORSHIP.

  (a) In General.--Upon the expiration of the period referred 
to in subsection (b), the Director of the Federal Housing 
Finance Agency shall determine, with respect to each 
enterprise, if the enterprise is financially viable at that 
time and--
          (1) if the Director determines that the enterprise is 
        financially viable, immediately take all actions 
        necessary to terminate the conservatorship for each of 
        the enterprises; or
          (2) if the Director determines that the enterprise is 
        not financially viable, immediately appoint the Federal 
        Housing Finance Agency as receiver under section 1367 
        of the Federal Housing Enterprises Financial Safety and 
        Soundness Act of 1992 and carry out such receivership 
        under the authority of such section.
  (b) Timing.--The period referred to in this subsection is, 
with respect to an enterprise--
          (1) except as provided in paragraph (2), the 24-month 
        period beginning upon the date of the enactment of this 
        title; or
          (2) if the Director determines before the expiration 
        of the period referred to in paragraph (1) that the 
        financial markets would be adversely affected without 
        the extension of such period under this paragraph with 
        respect to that enterprise, the 30-month period 
        beginning upon the date of the enactment of this title.
  (c) Financial Viability.--The Director may not determine that 
an enterprise is financially viable for purposes of subsection 
(a) if the Director determines that any of the conditions for 
receivership set forth in paragraph (3) or (4) of section 
1367(a) of the Federal Housing Enterprises Financial Safety and 
Soundness Act of 1992 (12 U.S.C. 4617(a)) exists at the time 
with respect to the enterprise.

SEC. 7004. LIMITATION OF ENTERPRISE AUTHORITY UPON EMERGENCE FROM 
                    CONSERVATORSHIP.

  (a) Revised Authority.--Upon the expiration of the period 
referred to in section 7003(b), if the Director makes the 
determination under section 7003(a)(1), the following 
provisions shall take effect:
          (1) Portfolio limitations.--Subtitle B of title XIII 
        of the Housing and Community Development Act of 1992 
        (12 U.S.C. 4611 et seq.) is amended by adding at the 
        end the following new section:

``SEC. 1369E. RESTRICTION ON MORTGAGE ASSETS OF ENTERPRISES.

  ``(a) Restriction.--No enterprise shall own, as of any 
applicable date in this subsection or thereafter, mortgage 
assets in excess of--
          ``(1) upon the expiration of the period referred to 
        in section 7003(b) of the Government-Sponsored 
        Enterprises Free Market Reform Act of 2009, 
        $850,000,000,000; or
          ``(2) on December 31 of each year thereafter, 80.0 
        percent of the aggregate amount of mortgage assets of 
        the enterprise as of December 31 of the immediately 
        preceding calendar year;
except that in no event shall an enterprise be required under 
this section to own less than $250,000,000,000 in mortgage 
assets.
  ``(b) Definition of Mortgage Assets.--For purposes of this 
section, the term `mortgage assets' means, with respect to an 
enterprise, assets of such enterprise consisting of mortgages, 
mortgage loans, mortgage-related securities, participation 
certificates, mortgage-backed commercial paper, obligations of 
real estate mortgage investment conduits and similar assets, in 
each case to the extent such assets would appear on the balance 
sheet of such enterprise in accordance with generally accepted 
accounting principles in effect in the United States as of 
September 7, 2008 (as set forth in the opinions and 
pronouncements of the Accounting Principles Board and the 
American Institute of Certified Public Accountants and 
statements and pronouncements of the Financial Accounting 
Standards Board from time to time; and without giving any 
effect to any change that may be made after September 7, 2008, 
in respect of Statement of Financial Accounting Standards No. 
140 or any similar accounting standard).''.
          (2) Increase in minimum capital requirement.--Section 
        1362 of the Federal Housing Enterprises Financial 
        Safety and Soundness Act of 1992 (12 U.S.C. 4612), as 
        amended by section 1111 of the Housing and Economic 
        Recovery Act of 2008 (Public Law 110-289), is amended--
                  (A) in subsection (a), by striking ``For 
                purposes of this subtitle, the minimum capital 
                level for each enterprise shall be'' and 
                inserting ``The minimum capital level 
                established under subsection (g) for each 
                enterprise may not be lower than'';
                  (B) in subsection (c)--
                          (i) by striking ``subsections (a) 
                        and'' and inserting ``subsection'';
                          (ii) by striking ``regulated 
                        entities'' the first place such term 
                        appears and inserting ``Federal Home 
                        Loan Banks'';
                          (iii) by striking ``for the 
                        enterprises,'';
                          (iv) by striking ``, or for both the 
                        enterprises and the banks,'';
                          (v) by striking ``the level specified 
                        in subsection (a) for the enterprises 
                        or''; and
                          (vi) by striking ``the regulated 
                        entities operate'' and inserting ``such 
                        banks operate'';
                  (C) in subsection (d)(1)--
                          (i) by striking ``subsections (a) 
                        and'' and inserting ``subsection''; and
                          (ii) by striking ``regulated entity'' 
                        each place such term appears and 
                        inserting ``Federal home loan bank'';
                  (D) in subsection (e), by striking 
                ``regulated entity'' each place such term 
                appears and inserting ``Federal home loan 
                bank'';
                  (E) in subsection (f)--
                          (i) by striking ``the amount of core 
                        capital maintained by the 
                        enterprises,''; and
                          (ii) by striking ``regulated 
                        entities'' and inserting ``banks''; and
                  (F) by adding at the end the following new 
                subsection:
  ``(g) Establishment of Revised Minimum Capital Levels.--
          ``(1) In general.--The Director shall cause the 
        enterprises to achieve and maintain adequate capital by 
        establishing minimum levels of capital for the 
        enterprises and by using such other methods as the 
        Director deems appropriate.
          ``(2) Authority.--The Director shall have the 
        authority to establish such minimum level of capital 
        for an enterprise in excess of the level specified 
        under subsection (a) as the Director, in the Director's 
        discretion, deems to be necessary or appropriate in 
        light of the particular circumstances of the 
        enterprise.
  ``(h) Failure To Maintain Revised Minimum Capital Levels.--
          ``(1) Unsafe and unsound practice or condition.--
        Failure of an enterprise to maintain capital at or 
        above its minimum level as established pursuant to 
        subsection (c) of this section may be deemed by the 
        Director, in his discretion, to constitute an unsafe 
        and unsound practice or condition within the meaning of 
        this title.
          ``(2) Directive to achieve capital level.--
                  ``(A) Authority.--In addition to, or in lieu 
                of, any other action authorized by law, 
                including paragraph (1), the Director may issue 
                a directive to an enterprise that fails to 
                maintain capital at or above its required level 
                as established pursuant to subsection (c) of 
                this section.
                  ``(B) Plan.--Such directive may require the 
                enterprise to submit and adhere to a plan 
                acceptable to the Director describing the means 
                and timing by which the enterprise shall 
                achieve its required capital level.
                  ``(C) Enforcement.--Any such directive issued 
                pursuant to this paragraph, including plans 
                submitted pursuant thereto, shall be 
                enforceable under the provisions of subtitle C 
                of this title to the same extent as an 
                effective and outstanding order issued pursuant 
                to subtitle C of this title which has become 
                final.
          ``(3) Adherence to plan.--
                  ``(A) Consideration.--The Director may 
                consider such enterprise's progress in adhering 
                to any plan required under this subsection 
                whenever such enterprise seeks the requisite 
                approval of the Director for any proposal which 
                would divert earnings, diminish capital, or 
                otherwise impede such enterprise's progress in 
                achieving its minimum capital level.
                  ``(B) Denial.--The Director may deny such 
                approval where it determines that such proposal 
                would adversely affect the ability of the 
                enterprise to comply with such plan.''.
          (3) Repeal of increases to conforming loan limits.--
                  (A) Repeal of temporary increases.--
                          (i) Economic stimulus act of 2008.--
                        Section 201 of the Economic Stimulus 
                        Act of 2008 (Public Law 110-185) is 
                        hereby repealed.
                          (ii) American recovery and 
                        reinvestment act of 2009.--Section 1203 
                        of division A of the American Recovery 
                        and Reinvestment Act of 2009 (Public 
                        Law 111-5; 123 Stat. 225) is hereby 
                        repealed.
                  (B) Repeal of general limit and permanent 
                high-cost area increase.--Paragraph (2) of 
                section 302(b) of the Federal National Mortgage 
                Association Charter Act (12 U.S.C. 1717(b)(2)) 
                and paragraph (2) of section 305(a) of the 
                Federal Home Loan Mortgage Corporation Act (12 
                U.S.C. 1454(a)(2)) are each amended to read as 
                such sections were in effect immediately before 
                the enactment of the Housing and Economic 
                Recovery Act of 2008 (Public Law 110-289).
                  (C) Repeal of new housing price index.--
                Section 1322 of the Federal Housing Enterprises 
                Financial Safety and Soundness Act of 1992, as 
                added by section 1124(d) of the Housing and 
                Economic Recovery Act of 2008 (Public Law 110-
                289), is hereby repealed.
                  (D) Repeal.--Section 1124 of the Housing and 
                Economic Recovery Act of 2008 (Public Law 110-
                289) is hereby repealed.
                  (E) Establishment of conforming loan limit.--
                For the year in which the expiration of the 
                period referred to in section 7003(b) of this 
                section occurs, the limitations governing the 
                maximum original principal obligation of 
                conventional mortgages that may be purchased by 
                the Federal National Mortgage Association and 
                the Federal Home Loan Mortgage Corporation, 
                referred to in section 302(b)(2) of the Federal 
                National Mortgage Association Charter Act (12 
                U.S.C. 1717(b)(2)) and section 305(a)(2) of the 
                Federal Home Loan Mortgage Corporation Act (12 
                U.S.C. 1454(a)(2)), respectively, shall be 
                considered to be--
                          (i) $417,000 for a mortgage secured 
                        by a single-family residence,
                          (ii) $533,850 for a mortgage secured 
                        by a 2-family residence,
                          (iii) $645,300 for a mortgage secured 
                        by a 3-family residence, and
                          (iv) $801,950 for a mortgage secured 
                        by a 4-family residence,
                and such limits shall be adjusted effective 
                each January 1 thereafter in accordance with 
                such sections 302(b)(2) and 305(a)(2).
                  (F) Prohibition of purchase of mortgages 
                exceeding median area home price.--
                          (i) Fannie mae.--Section 302(b)(2) of 
                        the Federal National Mortgage 
                        Association Charter Act (12 U.S.C. 
                        1717(b)(2)) is amended by adding at the 
                        end the following new sentence: 
                        ``Notwithstanding any other provision 
                        of this title, the corporation may not 
                        purchase any mortgage for a property 
                        having a principal obligation that 
                        exceeds the median home price, for 
                        properties of the same size, for the 
                        area in which such property subject to 
                        the mortgage is located.''.
                          (ii) Freddie mac.--Section 305(a)(2) 
                        of the Federal Home Loan Mortgage 
                        Corporation Act (12 U.S.C. 1454(a)(2)) 
                        is amended by adding at the end the 
                        following new sentence: 
                        ``Notwithstanding any other provision 
                        of this title, the Corporation may not 
                        purchase any mortgage for a property 
                        having a principal obligation that 
                        exceeds the median home price, for 
                        properties of the same size, for the 
                        area in which such property subject to 
                        the mortgage is located.''.
          (4) Requirement to pay state and local taxes.--
                  (A) Fannie mae.--Paragraph (2) of section 
                309(c) of the Federal National Mortgage 
                Association Charter Act (12 U.S.C. 1723a(c)(2)) 
                is amended--
                          (i) by striking ``shall be exempt 
                        from'' and inserting ``shall be subject 
                        to''; and
                          (ii) by striking ``except that any'' 
                        and inserting ``and any''.
                  (B) Freddie mac.--Section 303(e) of the 
                Federal Home Loan Mortgage Corporation Act (12 
                U.S.C. 1452(e)) is amended--
                          (i) by striking ``shall be exempt 
                        from'' and inserting ``shall be subject 
                        to''; and
                          (ii) by striking ``except that any'' 
                        and inserting ``and any''.
          (5) Repeals relating to registration of securities.--
                  (A) Fannie mae.--
                          (i) Mortgage-backed securities.--
                        Section 304(d) of the Federal National 
                        Mortgage Association Charter Act (12 
                        U.S.C. 1719(d)) is amended by striking 
                        the fourth sentence.
                          (ii) Subordinate obligations.--
                        Section 304(e) of the Federal National 
                        Mortgage Association Charter Act (12 
                        U.S.C. 1719(e)) is amended by striking 
                        the fourth sentence.
                  (B) Freddie mac.--Section 306 of the Federal 
                Home Loan Mortgage Corporation Act (12 U.S.C. 
                1455) is amended by striking subsection (g).
          (6) Recoupment of costs for federal guarantee.--
                  (A) Assessments.--The Director of the Federal 
                Housing Finance Agency shall establish and 
                collect from each enterprise assessments in the 
                amount determined under subparagraph (B). In 
                determining the method and timing for making 
                such assessments, the Director shall take into 
                consideration the determinations and 
                conclusions of the study under subsection (b) 
                of this section.
                  (B) Determination of costs of guarantee.--
                Assessments under subparagraph (A) with respect 
                to an enterprise shall be in such amount as the 
                Director determines necessary to recoup to the 
                Federal Government the full value of the 
                benefit the enterprise receives from the 
                guarantee provided by the Federal Government 
                for the obligations and financial viability of 
                the enterprise, based upon the dollar value of 
                such benefit in the market to such enterprise 
                when not operating under conservatorship or 
                receivership. To determine such amount, the 
                Director shall establish a risk-based pricing 
                mechanism as the Director considers 
                appropriate, taking into consideration the 
                determinations and conclusions of the study 
                under subsection (b) of this section.
                  (C) Treatment of recouped amounts.--The 
                Director shall cover into the general fund of 
                the Treasury any amounts received from 
                assessments made under this paragraph.
  (b) GAO Study Regarding Recoupment of Costs for Federal 
Government Guarantee.--The Comptroller General of the United 
States shall conduct a study to determine a risk-based pricing 
mechanism to accurately determine the value of the benefit the 
enterprises receive from the guarantee provided by the Federal 
Government for the obligations and financial viability of the 
enterprises. Such study shall establish a dollar value of such 
benefit in the market to each enterprise when not operating 
under conservatorship or receivership, shall analyze various 
methods of the Federal Government assessing a charge for such 
value received (including methods involving an annual fee or a 
fee for each mortgage purchased or securitized), and shall make 
a recommendation of the best such method for assessing such 
charge. Not later than 12 months after the date of the 
enactment of this title, the Comptroller General shall submit 
to the Congress a report setting forth the determinations and 
conclusions of such study.

SEC. 7005. REQUIREMENT TO PERIODICALLY RENEW CHARTER UNTIL WIND DOWN 
                    AND DISSOLUTION.

  (a) Required Renewal; Wind Down and Dissolution Upon Non-
Renewal.--Upon the expiration of the 3-year period that begins 
upon the expiration of the period referred to in section 
7003(b), unless the charter of an enterprise is renewed 
pursuant to subsection (b) of this section, section 7006 
(relating to wind down of operations and dissolution of 
enterprise) shall apply to the enterprise.
  (b) Renewal Procedure.--
          (1) Application; timing.--The Director shall provide 
        for each enterprise to apply to the Director, before 
        the expiration of the 3-year period under subsection 
        (a), for renewal of the charter of the enterprise.
          (2) Standard.--The Director shall approve the 
        application of an enterprise for the renewal of the 
        charter of the enterprise if--
                  (A) the application includes a certification 
                by the enterprise that the enterprise is 
                financially sound and is complying with all 
                provisions of, and amendments made by, section 
                7004 of this title applicable to such 
                enterprise; and
                  (B) the Director verifies that the 
                certification made pursuant to subparagraph (A) 
                is accurate.
  (c) Option To Reapply.--Nothing in this section may be 
construed to require an enterprise to apply under this section 
for renewal of the charter of the enterprise.

SEC. 7006. REQUIRED WIND DOWN OF OPERATIONS AND DISSOLUTION OF 
                    ENTERPRISE.

  (a) Applicability.--This section shall apply to an 
enterprise--
          (1) upon the expiration of the 3-year period referred 
        to in such section 7005(a), to the extent provided in 
        such section; and
          (2) if this section has not previously applied to the 
        enterprise, upon the expiration of the 6-year period 
        that begins upon the expiration of the period referred 
        to in section 7003(b).
  (b) Wind Down.--Upon the applicability of this section to an 
enterprise, the Director and the Secretary of the Treasury 
shall jointly take such action, and may prescribe such 
regulations and procedures, as may be necessary to wind down 
the operations of an enterprise as an entity chartered by the 
United States Government over the duration of the 10-year 
period beginning upon the applicability of this section to the 
enterprise (pursuant to subsection (a)) in an orderly manner 
consistent with this title and the ongoing obligations of the 
enterprise.
  (c) Division of Assets and Liabilities; Authority To 
Establish Holding Corporation and Dissolution Trust Fund.--The 
action and procedures required under subsection (b)--
          (1) shall include the establishment and execution of 
        plans to provide for an equitable division and 
        distribution of assets and liabilities of the 
        enterprise, including any liability of the enterprise 
        to the United States Government or a Federal reserve 
        bank that may continue after the end of the period 
        described in subsection (b); and
          (2) may provide for establishment of--
                  (A) a holding corporation organized under the 
                laws of any State of the United States or the 
                District of Columbia for the purposes of the 
                reorganization and restructuring of the 
                enterprise; and
                  (B) one or more trusts to which to transfer--
                          (i) remaining debt obligations of the 
                        enterprise, for the benefit of holders 
                        of such remaining obligations; or
                          (ii) remaining mortgages held for the 
                        purpose of backing mortgage-backed 
                        securities, for the benefit of holders 
                        of such remaining securities.
  (d) Repeal of Charter.--Effective upon the expiration of the 
10-year period referred to in subsection (b) for an enterprise, 
the charter for the enterprise is repealed, except that the 
provisions of such charter in effect immediately before such 
repeal shall continue to apply with respect to the rights and 
obligations of any holders of outstanding debt obligations and 
mortgage-backed securities of the enterprise.

                  TITLE VIII--FEDERAL INSURANCE OFFICE


SEC. 8001. SHORT TITLE.

  This title may be cited as the ``Federal Insurance Office Act 
of 2009''.

SEC. 8002. FEDERAL INSURANCE OFFICE ESTABLISHED.

  (a) Establishment of Office.--Subchapter I of chapter 3 of 
title 31, United States Code, is amended--
          (1) by transferring and inserting section 312 after 
        section 313;
          (2) by redesignating sections 313 and 312 (as so 
        transferred) as sections 312 and 315, respectively; and
          (3) by inserting after section 312 (as so 
        redesignated) the following new sections:

``SEC. 313. FEDERAL INSURANCE OFFICE.

  ``(a) Establishment of Office.--There is established the 
Federal Insurance Office as an office in the Department of the 
Treasury.
  ``(b) Leadership.--The Office shall be headed by a Director, 
who shall be appointed by the Secretary of the Treasury. The 
position of such Director shall be a career reserved position 
in the Senior Executive Service.
  ``(c) Functions.--
          ``(1) Authority pursuant to direction of secretary.--
        The Office shall have the authority, pursuant to the 
        direction of the Secretary, as follows:
                  ``(A) To monitor the insurance industry to 
                gain expertise.
                  ``(B) To identify issues or gaps in the 
                regulation of insurers that could contribute to 
                a systemic crisis in the insurance industry or 
                the United States financial system.
                  ``(C) To recommend for review by the Market 
                Stability and Capital Adequacy Board any 
                activities or practices by insurers or their 
                affiliates that may be exacerbating systemic 
                risk.
                  ``(D) To assist the Secretary in 
                administering the Terrorism Insurance Program 
                established in the Department of the Treasury 
                under the Terrorism Risk Insurance Act of 2002 
                (15 U.S.C. 6701 note).
                  ``(E) To coordinate Federal efforts and 
                develop Federal policy on prudential aspects of 
                international insurance matters, including 
                representing the United States as appropriate 
                in the International Association of Insurance 
                Supervisors or any successor organization and 
                assisting the Secretary in negotiating covered 
                agreements.
                  ``(F) To determine, in accordance with 
                subsection (f), whether State insurance 
                measures are preempted by covered agreements.
                  ``(G) To consult with the States regarding 
                insurance matters of national importance and 
                prudential insurance matters of international 
                importance.
                  ``(H) To perform such other related duties 
                and authorities as may be assigned to it by the 
                Secretary.
          ``(2) Advisory functions.--The Office shall advise 
        the Secretary on major domestic and prudential 
        international insurance policy issues.
  ``(d) Scope.--The authority of the Office shall extend to all 
lines of insurance except health insurance, as determined by 
the Secretary based on section 2791 of the Public Health 
Service Act (42 U.S.C. 300gg-91).
  ``(e) Gathering of Information.--
          ``(1) General.--In carrying out its functions under 
        subsection (c), the Office may request, receive, and 
        collect data and information on and from the insurance 
        industry and insurers, enter into information-sharing 
        agreements, analyze and disseminate data and 
        information, and issue reports regarding all lines of 
        insurance except health insurance.
          ``(2) Collection of information from insurers and 
        affiliates.--Except as provided in paragraph (3) and 
        subject to paragraph (4), the Office may require an 
        insurer, or affiliate of an insurer, to submit such 
        data or information that the Office may reasonably 
        require in carrying out its functions under subsection 
        (c). Notwithstanding subsection (p) and for the 
        purposes of this paragraph only, the term `insurer' 
        means any entity that is authorized to write insurance 
        or reinsure risks and issue contracts or policies in 
        one or more States.
          ``(3) Exception for small insurers.--Paragraph (2) 
        shall not apply with respect to any insurer or 
        affiliate thereof that meets a minimum size threshold 
        that may be established by the Office by order or rule. 
        Such threshold shall be appropriate to the particular 
        request and need for the data or information.
          ``(4) Advance coordination.--Before collecting any 
        data or information under paragraph (2) from an 
        insurer, or affiliate of an insurer, the Office shall 
        coordinate with each relevant Federal agency and State 
        insurance regulator (or other relevant Federal or State 
        regulatory agency, if any, in the case of an affiliate 
        of an insurer) and any publicly available sources to 
        determine if the information to be collected is 
        available from, or may be obtained in a timely manner 
        by, such Federal agency or State insurance regulator, 
        individually or collectively, other regulatory agency, 
        or publicly available sources. If the Director 
        determines that such data or information is available, 
        or may be obtained in a timely manner, from such an 
        agency, regulator, regulatory agency, or source, the 
        Director shall obtain the data or information from such 
        agency, regulator, regulatory agency, or source. If the 
        Director determines that such data or information is 
        not so available, the Director may collect such data or 
        information from an insurer (or affiliate) only if the 
        Director complies with the requirements of subchapter I 
        of chapter 35 of title 44, United States Code (relating 
        to Federal information policy; commonly known as the 
        Paperwork Reduction Act) in collecting such data or 
        information. Notwithstanding any other provision of 
        law, each such relevant Federal agency and State 
        insurance regulator or other Federal or State 
        regulatory agency is authorized to provide to the 
        Office such data or information.
          ``(5) Confidentiality.--
                  ``(A) The submission of any non-publicly 
                available data and information to the Office 
                under this subsection shall not constitute a 
                waiver of, or otherwise affect, any privilege 
                arising under Federal or State law (including 
                the rules of any Federal or State Court) to 
                which the data or information is otherwise 
                subject.
                  ``(B) Any requirement under Federal or State 
                law to the extent otherwise applicable, or any 
                requirement pursuant to a written agreement in 
                effect between the original source of any non-
                publicly available data or information and the 
                source of such data or information to the 
                Office, regarding the privacy or 
                confidentiality of any data or information in 
                the possession of the source to the Office, 
                shall continue to apply to such data or 
                information after the data or information has 
                been provided pursuant to this subsection to 
                the Office.
                  ``(C) Any data or information obtained by the 
                Office may be made available to State insurance 
                regulators individually or collectively through 
                an information sharing agreement that shall 
                comply with applicable Federal law and that 
                shall not constitute a waiver of, or otherwise 
                affect, any privilege under Federal or State 
                law (including the rules of any Federal or 
                State Court) to which the data or information 
                is otherwise subject.
                  ``(D) Section 552 of title 5, United States 
                Code, shall apply to any data or information 
                submitted by an insurer or affiliate of an 
                insurer.
  ``(f) Preemption of State Insurance Measures.--
          ``(1) Standard.--A State insurance measure shall be 
        preempted pursuant to this section or section 314 if, 
        and only to the extent that the Director determines, in 
        accordance with this subsection, that the measure--
                  ``(A) directly results in less favorable 
                treatment of a non-United States insurer 
                domiciled in a foreign jurisdiction that is 
                subject to a covered agreement than a United 
                States insurer domiciled, licensed, admitted, 
                or otherwise authorized in that State; and
                  ``(B) is inconsistent with a covered 
                agreement that is entered into on a date after 
                the date of the enactment of this Act.
          ``(2) Determination.--
                  ``(A) Notice of potential inconsistency.--
                Before making any determination of 
                inconsistency, the Director shall--
                          ``(i) notify and consult with the 
                        appropriate State regarding any 
                        potential inconsistency or preemption;
                          ``(ii) notify and consult with the 
                        United States Trade Representative 
                        regarding any potential inconsistency 
                        or preemption;
                          ``(iii) cause to be published in the 
                        Federal Register notice of the issue 
                        regarding the potential inconsistency 
                        or preemption, including a description 
                        of each State insurance measure at 
                        issue and any applicable covered 
                        agreement;
                          ``(iv) provide interested parties a 
                        reasonable opportunity to submit 
                        written comments to the Office;
                          ``(v) consider the effect of 
                        preemption on--
                                  ``(I) the protection of 
                                policyholders and policy 
                                claimants;
                                  ``(II) the maintenance of the 
                                safety, soundness, integrity, 
                                and financial responsibility of 
                                any entity involved in the 
                                business of insurance or 
                                insurance operations;
                                  ``(III) ensuring the 
                                integrity and stability of the 
                                United States financial system; 
                                and
                                  ``(IV) the creation of a gap 
                                or void in financial or market 
                                conduct regulation of any 
                                entity involved in the business 
                                of insurance or insurance 
                                operations in the United 
                                States; and
                          ``(vi) consider any comments 
                        received.
                The Director shall provide the notifications 
                required under clauses (i), (ii), and (iii) 
                contemporaneously.
                  ``(B) Scope of review.--For purposes of this 
                section, the Director's determination of State 
                insurance measures shall be limited to the 
                subject matter of the prudential measures 
                applicable to the business of insurance 
                contained within the covered agreement 
                involved.
                  ``(C) Notice of determination of 
                inconsistency.--Upon making any determination 
                of inconsistency, the Director shall--
                          ``(i) notify the appropriate State of 
                        the determination and the extent of the 
                        inconsistency;
                          ``(ii) establish a reasonable period 
                        of time, which shall not be shorter 
                        than 90 days, before the determination 
                        shall become effective; and
                          ``(iii) notify the Committee on 
                        Financial Services of the House of 
                        Representatives and the Committee on 
                        Banking, Housing, and Urban Affairs of 
                        the Senate of the inconsistency.
          ``(3) Notice of effectiveness.--Upon the conclusion 
        of the period referred to in paragraph (2)(C)(ii), if 
        the basis for the determination of inconsistency still 
        exists, the determination shall become effective and 
        the Director shall--
                  ``(A) cause to be published notice in the 
                Federal Register that the preemption has become 
                effective, as well as the effective date; and
                  ``(B) notify the appropriate State.
          ``(4) Limitation.--No State may enforce a State 
        insurance measure to the extent that it has been 
        preempted under this subsection.
  ``(g) Applicability of Administrative Procedure Act.--
Determinations of inconsistency pursuant to subsection (f)(2) 
shall be subject to the applicable provisions of subchapter II 
of chapter 5 of title 5, United States Code (relating to 
administrative procedure), and chapter 7 of such title 
(relating to judicial review), except that in any action for 
judicial review of a determination of inconsistency, the court 
shall determine the matter de novo.
  ``(h) Regulations, Policies, and Procedures.--The Secretary 
may issue orders, regulations, policies and procedures to 
implement this section.
  ``(i) Consultation.--The Director shall consult with State 
insurance regulators, individually and collectively, to the 
extent the Director determines appropriate, in carrying out the 
functions of the Office.
  ``(j) Savings Provisions.--Nothing in this section shall--
          ``(1) preempt any State insurance measure that 
        governs any insurer's rates, premiums, underwriting or 
        sales practices, or State coverage requirements for 
        insurance, or to the application of the antitrust laws 
        of any State to the business of insurance;
          ``(2) preempt any State insurance measure governing 
        the capital or solvency of an insurer, except to the 
        extent that such State insurance measure directly 
        results in less favorable treatment of a non-United 
        States insurer than a United States insurer;
          ``(3) be construed to alter, amend, or limit the 
        responsibility of any department or agency of the 
        Federal Government to issue regulations under the Truth 
        in Lending Act (15 U.S.C. 1601 et seq.) or any other 
        Federal law regulating the provision of consumer 
        financial products or services;
          ``(4) preempt any State insurance measure because of 
        inconsistency with any agreement that is not a covered 
        agreement (as such term in defined in subsection (p)); 
        or
          ``(5) affect the preemption of any State insurance 
        measure otherwise inconsistent with and preempted by 
        Federal law.
  ``(k) Retention of Existing State Regulatory Authority.--
Nothing in this section or section 314 shall be construed to 
establish a general supervisory or regulatory authority of the 
Office or the Department of the Treasury over the business of 
insurance.
  ``(l) Retention of Authority of Federal Financial Regulatory 
Agencies.--Nothing in this section or section 314 shall be 
construed to limit the authority of any Federal financial 
regulatory agency, including the authority to develop and 
coordinate policy, negotiate, and enter into agreements with 
foreign governments, authorities, regulators, and multi-
national regulatory committees and to preempt State measures to 
affect uniformity with international regulatory agreements.
  ``(m) Retention of Authority of United States Trade 
Representative.--Nothing in this section or section 314 shall 
be construed to affect the authority of the Office of the 
United States Trade Representative pursuant to section 141 of 
the Trade Act of 1974 (19 U.S.C. 2171) or any other provision 
of law, including authority over the development and 
coordination of United States international trade policy and 
the administration of the United States trade agreements 
program.
  ``(n) Reports to Congress.--
          ``(1) Annual report.--Beginning September 30, 2011, 
        the Director shall submit a report on or before 
        September 30 of each calendar year to the President and 
        to the Committees on Financial Services and Ways and 
        Means of the House of Representatives and the 
        Committees on Banking, Housing, and Urban Affairs and 
        Finance of the Senate on the insurance industry, any 
        actions taken by the office pursuant to subsection (f) 
        (regarding preemption of inconsistent State insurance 
        measures).
          ``(2) Other reports.--The Director shall submit to 
        the President and the Committees referred to in 
        paragraph (1) any other information or reports as 
        deemed relevant by the Director or as requested by the 
        Chairman or Ranking Member of any of such Committees.
  ``(o) Use of Existing Resources.--To carry out this section, 
the Office may employ personnel, facilities, and other 
Department of the Treasury resources available to the Secretary 
and the Secretary shall dedicate specific personnel to the 
Office.
  ``(p) Definitions.--For purposes of this section and section 
314, the following definitions shall apply:
          ``(1) Affiliate.--The term `affiliate' means, with 
        respect to an insurer, any person that controls, is 
        controlled by, or is under common control with the 
        insurer.
          ``(2) Covered agreement.--The term `covered 
        agreement' means a written bilateral or multilateral 
        recognition agreement that--
                  ``(A) is entered into between the United 
                States and one or more foreign governments, 
                authorities, or regulatory entities; and
                  ``(B) provides for recognition of prudential 
                measures with respect to the business of 
                insurance or reinsurance that achieves a level 
                of protection for insurance or reinsurance 
                consumers that is substantially equivalent to 
                the level of protection achieved under State 
                insurance or reinsurance regulation.
          ``(3) Determination of inconsistency.--The term 
        `determination of inconsistency' means a determination 
        that a State insurance measure is preempted under 
        subsection (f).
          ``(4) Federal financial regulatory agency.--The term 
        `Federal financial regulatory agency' means the 
        Department of the Treasury, the Board of Governors of 
        the Federal Reserve System, the Office of the 
        Comptroller of the Currency, the Office of Thrift 
        Supervision, the Securities and Exchange Commission, 
        the Commodity Futures Trading Commission, the Federal 
        Deposit Insurance Corporation, the Federal Housing 
        Finance Agency, or the National Credit Union 
        Administration.
          ``(5) Insurer.--The term `insurer' means any person 
        engaged in the business of insurance, including 
        reinsurance.
          ``(6) Non-united states insurer.--The term `non-
        United States insurer' means an insurer that is 
        organized under the laws of a jurisdiction other than a 
        State, but does not include any United States branch of 
        such an insurer.
          ``(7) Office.--The term `Office' means the Federal 
        Insurance Office established by this section.
          ``(8) Secretary.--The term `Secretary' means the 
        Secretary of the Treasury.
          ``(9) State.--The term `State' means any State, 
        commonwealth, territory, or possession of the United 
        States, the District of Columbia, the Commonwealth of 
        Puerto Rico, the Commonwealth of the Northern Mariana 
        Islands, American Samoa, Guam, or the United States 
        Virgin Islands.
          ``(10) State insurance measure.--The term `State 
        insurance measure' means any State law, regulation, 
        administrative ruling, bulletin, guideline, or practice 
        relating to or affecting prudential measures applicable 
        to insurance or reinsurance.
          ``(11) State insurance regulator.--The term `State 
        insurance regulator' means any State regulatory 
        authority responsible for the supervision of insurers.
          ``(12) United states insurer.--The term `United 
        States insurer' means--
                  ``(A) an insurer that is organized under the 
                laws of a State; or
                  ``(B) a United States branch of a non-United 
                States insurer.
  ``(q) Authorization of Appropriations.--There are authorized 
to be appropriated for the Office such sums as may be necessary 
for each fiscal year.

``SEC. 314. COVERED AGREEMENTS.

  ``(a) Authority.--The Secretary and the United States Trade 
Representative are authorized, jointly, to negotiate and enter 
into covered agreements on behalf of the United States.
  ``(b) Requirements for Consultation With Congress.--
          ``(1) In general.--Before initiating negotiations to 
        enter into a covered agreement under subsection (a), 
        during such negotiations, and before entering into any 
        such agreement, the Secretary and the United States 
        Trade Representative shall jointly consult with the 
        Committee on Financial Services and the Committee on 
        Ways and Means of the House of Representatives and the 
        Committee on Banking, Housing, and Urban Affairs and 
        the Committee on Finance of the Senate.
          ``(2) Scope.--The consultation described in paragraph 
        (1) shall include consultation with respect to--
                  ``(A) the nature of the agreement;
                  ``(B) how and to what extent the agreement 
                will achieve the applicable purposes, policies, 
                priorities, and objectives of section 313 and 
                this section; and
                  ``(C) the implementation of the agreement, 
                including the general effect of the agreement 
                on existing State laws.
  ``(c) Submission and Layover Provisions.--A covered agreement 
under subsection (a) may enter into force with respect to the 
United States only if--
          ``(1) the Secretary and the United States Trade 
        Representative jointly submit to the congressional 
        committees specified in subsection (b)(1), on a day on 
        which both Houses of Congress are in session, a copy of 
        the final legal text of the agreement; and
          ``(2) a period of 90 calendar days beginning on the 
        date on which the copy of the final legal text of the 
        agreement is submitted to the congressional committees 
        under paragraph (1) has expired.''.
  (b) Duties of Secretary.--Section 321(a) of title 31, United 
States Code, is amended--
          (1) in paragraph (7), by striking ``and'' at the end;
          (2) in paragraph (8)(C), by striking the period at 
        the end and inserting ``; and''; and
          (3) by adding at the end the following new paragraph:
          ``(9) advise the President on major domestic and 
        international prudential policy issues in connection 
        with all lines of insurance except health insurance.''.
  (c) Clerical Amendment.--The table of sections for subchapter 
I of chapter 3 of title 31, United States Code, is amended by 
striking the item relating to section 312 and inserting the 
following new items:
``Sec. 312. Terrorism and Financial Intelligence.
``Sec. 313. Federal Insurance Office.
``Sec. 314. Covered agreements.
``Sec. 315. Continuing in office.''.

SEC. 8003. REPORT ON GLOBAL REINSURANCE MARKET.

  Not later than September 30, 2011, the Director of the 
Federal Insurance Office appointed under section 313(b) of 
title 31, United States Code (as amended by section 8002(a)(3) 
of this title) shall submit to the Committee on Financial 
Services of the House of Representatives and the Committee on 
Banking, Housing, and Urban Affairs of the Senate a report 
describing the breadth and scope of the global reinsurance 
market and the critical role such market plays in supporting 
insurance in the United States.

SEC. 8004. STUDY ON MODERNIZATION AND IMPROVEMENT OF INSURANCE 
                    REGULATION IN THE UNITED STATES.

  (a) Study.--The Director of the Federal Insurance Office 
appointed under section 313(b) of title 31, United States Code 
(as amended by section 8002(a)(3) of this title) shall conduct 
a study on how to modernize and improve the system of insurance 
regulation in the United States. Such study shall include 
consideration of the following:
          (1) Effective systemic risk regulation with respect 
        to insurance.
          (2) Strong capital standards and an appropriate match 
        between capital allocation and liabilities for all 
        risk.
          (3) Meaningful and consistent consumer protection for 
        insurance products and practices.
          (4) Increased national uniformity through either a 
        Federal charter or effective action by the States.
          (5) Improved and broadened regulation of insurance 
        companies and affiliates on a consolidated basis, 
        including affiliates outside of the traditional 
        insurance business.
          (6) International coordination.
  (b) Report.--Not later than one year after the date of the 
enactment of this Act, the Director shall submit to the 
Committee on Financial Services of the House of Representatives 
and the Committee on Banking, Housing, and Urban Affairs of the 
Senate a report containing--
          (1) the results of the study conducted under 
        subsection (a); and
          (2) any legislative, administrative, or regulatory 
        recommendations that the Director considers appropriate 
        to modernize and improve the system of insurance 
        regulation in the United States.
  (c) Consultation.--In carrying out subsections (a) and (b), 
the Director shall consult with State insurance commissioners, 
consumer organizations, representatives of the insurance 
industry, policyholders, and other persons, as the Director 
considers appropriate.

                                  
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