Bank Efficiency Act

Summary: Bank Efficiency Act - Amends the Bank Holding Company Act of 1956 to permit a bank holding company having subsidiary banks located in more than one State to combine its banks into a single bank by means of merger, consolidation, or other transaction.  Prescribes operating guidelines for such bank combinations. 
Amends the National Bank Act to conform the qualifications of bank directors with the provisions of this Act.

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Bank Efficiency Act''.

SEC. 2. PURPOSES.

    The purposes of this Act are--
            (1) to facilitate the efficient operation of banks that are 
        subsidiaries of multistate bank holding companies;
            (2) to enhance the interstate delivery of banking services 
        to both consumers and businesses; and
            (3) to strengthen generally the operation of the banking 
        system.

SEC. 3. AMENDMENTS TO THE BANK HOLDING COMPANY ACT.

    (a) Definitions.--Section 2 of the Bank Holding Company Act of 1956 
(12 U.S.C. 1841) is amended by adding at the end the following new 
subsection:
    ``(n) Appropriate Federal Banking Agency.--For purposes of this 
Act, the term `appropriate Federal banking agency' shall have the same 
meaning as such term is given in section 3(q) of the Federal Deposit 
Insurance Act.''.
    (b) Interstate Banking.--Section 3(d) of the Bank Holding Company 
Act of 1956 (12 U.S.C. 1842(d)) is amended--
            (1) by striking ``(d)'' and inserting the following:
    ``(d) Limitation by State Boundaries.--
            ``(1) In general.--''; and
            (2) by adding at the end the following new paragraph:
            ``(2) Interstate combination.--
                    ``(A) A bank holding company having subsidiary 
                banks located in more than one State may combine two or 
                more of such banks into a single bank by means of 
                merger, consolidation, or other transaction.
                    ``(B) Nothing in this paragraph shall be deemed to 
                authorize--
                            ``(i) a national bank to operate branches 
                        at locations in a State unless a national bank 
                        having offices only in such State could operate 
                        branches at such locations;
                            ``(ii) a State-chartered bank to operate 
                        branches at locations in a State unless a 
                        State-chartered bank having branches only in 
                        such State could operate branches at such 
                        locations; or
                            ``(iii) a State-chartered bank to operate 
                        branches at locations outside its chartering 
                        State in contravention of such chartering 
                        State's laws.
                    ``(C) This paragraph does not affect any other 
                requirement for regulatory approval or any other 
                procedures that are applicable under Federal or State 
                law to a combination authorized by subparagraph (A).
                    ``(D) A bank resulting from a combination 
                authorized by subparagraph (A) may retain and operate 
                all existing main offices and branches in each bank 
                involved in such combination and in existence at the 
                time of such combination.
                    ``(E) A national bank resulting from a combination 
                authorized under subparagraph (A) may establish 
                additional branches in any State in which it has 
                branches to the same extent and same manner that a 
                national bank having branches only in such State, may 
                establish branches in such State.
                    ``(F) A national bank resulting from a combination 
                authorized by subparagraph (A) shall be entitled to 
                exercise at each of its branches, all powers and 
                privileges conferred by Federal law. To the extent that 
                Federal law references State law, the applicable State 
                law for each branch shall be the law of the State in 
                which the branch is located, except that for purposes 
                of section 5197 of the Revised Statutes, the 
                appropriate State law shall be the law of the State in 
                which the main office named in the bank's organization 
                certificate is located.
                    ``(G) A State-chartered bank resulting from a 
                combination authorized under subparagraph (A) may, 
                subject to the approval of the appropriate State 
                regulatory authority, establish additional branches in 
                any State in which it has branches, to the extent and 
                in the same manner as a State bank chartered in such 
                State and having branches only in such State. For 
                purposes of this subparagraph, the appropriate State 
                regulatory authority is solely the State bank 
                supervisor for the State in which the branch is 
                proposed to be established.
                    ``(H) A State-chartered bank resulting from a 
                combination authorized by subparagraph (A) shall be 
                entitled to exercise at each of its branches, all 
                powers and privileges conferred by the law of its 
                chartering State and Federal law. However, a branch of 
                such bank located in a State other than the chartering 
                State of the bank, may not exercise any power or 
                privilege that is not permitted under the laws of the 
                State in which the branch is located, for a branch 
                located within such State of a bank chartered by such 
                State. The State bank supervisor of the State in which 
                the bank is chartered shall have authority to determine 
                whether an activity of a branch is permissible as a 
                matter of State law. If a branch is located in a State 
                other than the chartering State, the State bank 
                regulator for the State in which the branch is located 
                may independently determine whether an activity of the 
                branch is permissible under the law of such State.
                    ``(I) A State-chartered bank resulting from a 
                combination authorized by subparagraph (A) shall be 
                subject to State supervision only by the State bank 
                supervisor for the State in which the bank is 
                chartered. The State bank supervisor for the State in 
                which a branch is located may enter into a cooperative 
                agreement with the supervisor for the chartering State 
                to facilitate supervision of the bank and its branches. 
                Nothing in this subparagraph shall affect the 
                jurisdiction or authority of the appropriate Federal 
                banking agency to supervise or examine a State 
                chartered bank and all of its branches.
                    ``(J) A bank may not participate in a combination 
                otherwise authorized by subparagraph (A) if, as of the 
                date of the filing with the appropriate Federal banking 
                agency of an application for approval of such 
                combination, the State in which such bank is located 
                has a statute, enacted within 2 years following the 
                effective date of this paragraph, that provides by 
                express language and not merely by implication that no 
                bank located in such State may combine with any other 
                bank pursuant to the authority conferred by 
                subparagraph (A).
                    ``(K) If a bank resulting from a combination 
                authorized by subparagraph (A) ceases to be a 
                subsidiary of a bank holding company, it shall, within 
                2 years after the date on which it is no longer a 
                subsidiary of a bank holding company, no longer be 
                entitled to the benefits of this paragraph, and shall 
                comply with all provisions of Federal or State law 
                restricting the geographic location of its branches. 
                The appropriate Federal banking agency may, upon 
                application by a bank, extend the 2-year period 
                described in this subparagraph, for not more than one 
                year at a time, if such extension would not be 
                detrimental to the public interest. No such extensions 
                shall, in the aggregate, exceed 3 years.
                    ``(L) If a bank that is combined with another bank 
                pursuant to subparagraph (A) is subject to conditions 
                imposed by State law pursuant to paragraph (1), the 
                resulting bank shall comply with such conditions to the 
                same extent that the bank originally subject to such 
                conditions was obligated to do so.
                    ``(M) For purposes of this paragraph--
                            ``(i) a national bank is located in the 
                        State named in its organization certificate, 
                        and a State-chartered bank is located in the 
                        State in which it is chartered; and
                            ``(ii) when a bank seeks pursuant to this 
                        paragraph to operate branches in a State other 
                        than the State in which the bank is located, 
                        the first location in such other State at which 
                        the bank seeks to operate a branch shall be 
                        considered to be the main office of the bank 
                        located in such other State.''.

SEC. 4. NATIONAL BANK ACT AMENDMENTS.

    (a) Conversions to National Banks.--Section 5154 of the Revised 
Statutes (12 U.S.C. 35) is amended in the first sentence by inserting 
before the period ``unless said conversion is undertaken in connection 
with a combination authorized by section 3(d)(2) of the Bank Holding 
Company Act of 1956''.
    (b) Director Qualifications.--Section 5146 of the Revised Statutes 
(12 U.S.C. 72) is amended in the first sentence by striking ``and at 
least two-thirds'' and all that follows through ``continuance in 
office,''.

SEC. 5. EMERGENCY ACQUISITION AUTHORITY.

    Notwithstanding any other provision of this Act--
            (1) the amendments made by this Act shall not be construed 
        to limit or otherwise impair the authority of the Federal 
        Deposit Insurance Corporation to authorize extraordinary or 
        emergency acquisitions under section 11(n)(8)(B) or subsections 
        (f) or (k) of section 13 of the Federal Deposit Insurance Act; 
        and
            (2) no bank holding company that has acquired a bank in 
        accordance with section 11(n)(8)(B) or section 13(f) of the 
        Federal Deposit Insurance Act shall, by reason of the 
        combination of such bank with any other bank in accordance with 
        section 3(d)(2) of the Bank Holding Company Act of 1956, as 
        amended by this Act, lose or otherwise be deprived of any 
        rights or privileges provided to the bank holding company under 
        Federal law by virtue of the acquisition, including rights or 
        privileges provided under section 13(f) of the Federal Deposit 
        Insurance Act.