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[Congressional Bills 113th Congress]
[From the U.S. Government Publishing Office]
[S. 1861 Introduced in Senate (IS)]

113th CONGRESS
  1st Session
                                S. 1861

 To save taxpayer money and end bailouts of financial institutions by 
providing for a process to allow financial institutions to go bankrupt.

_______________________________________________________________________

                   IN THE SENATE OF THE UNITED STATES

                           December 19, 2013

Mr. Cornyn (for himself and Mr. Toomey) introduced the following bill; 
  which was read twice and referred to the Committee on the Judiciary

_______________________________________________________________________

                                 A BILL

 
 To save taxpayer money and end bailouts of financial institutions by 
providing for a process to allow financial institutions to go bankrupt.

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

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Taxpayer Protection and Responsible 
Resolution Act''.

SEC. 2. REPEAL OF TITLE II OF DODD-FRANK WALL STREET REFORM AND 
              CONSUMER PROTECTION ACT.

    (a) In General.--Title II of the Dodd-Frank Wall Street Reform and 
Consumer Protection Act (Public Law 111-203) is repealed and any 
Federal law amended by such title shall, on and after the date of 
enactment of this Act, be effective as if title II of the Dodd-Frank 
Wall Street Reform and Consumer Protection Act had not been enacted.
    (b) Conforming Amendments.--
            (1) Dodd-frank wall street reform and consumer protection 
        act.--The Dodd-Frank Wall Street Reform and Consumer Protection 
        Act is amended--
                    (A) in the table of contents, by striking all items 
                relating to title II;
                    (B) in section 165(d)(6), by striking ``, a 
                receiver appointed under title II,'';
                    (C) in section 716(g), by striking ``or a covered 
                financial company under title II'';
                    (D) in section 1105(e)(5), by striking ``amount of 
                any securities issued under that chapter 31 for such 
                purpose shall be treated in the same manner as 
                securities issued under section 208(n)(5)(E)'' and 
                inserting ``issuances of such securities under that 
                chapter 31 for such purpose shall by treated as public 
                debt transactions of the United States, and the 
                proceeds from the sale of any obligations acquired by 
                the Secretary under this paragraph shall be deposited 
                into the Treasury of the United States as miscellaneous 
                receipts''; and
                    (E) in section 1106(c)(2)(A)--
                            (i) in clause (i), by inserting ``, other 
                        than a covered financial corporation (as 
                        defined in section 101(9A) of title 11, United 
                        States Code),'' after ``company''; and
                            (ii) in clause (ii), by inserting ``, other 
                        than a covered financial corporation (as 
                        defined in section 101(9A) of title 11, United 
                        States Code),'' after ``company''.
            (2) Federal deposit insurance act.--Section 10(b)(3)(A) of 
        the Federal Deposit Insurance Act (12 U.S.C. 1820(b)(3)(A)) is 
        amended by striking ``, or of such nonbank financial company 
        supervised by the Board of Governors or bank holding company 
        described in section 165(a) of the Financial Stability Act of 
        2010, for the purpose of implementing its authority to provide 
        for orderly liquidation of any such company under title II of 
        that Act''.
            (3) Federal reserve act.--Section 13(3) of the Federal 
        Reserve Act (12 U.S.C. 343(3)) is amended--
                    (A) in subparagraph (B)--
                            (i) in clause (ii), by striking ``, 
                        resolution under title II of the Dodd-Frank 
                        Wall Street Reform and Consumer Protection Act, 
                        or'' and inserting ``or is subject to 
                        resolution under''; and
                            (ii) in clause (iii), by striking ``, 
                        resolution under title II of the Dodd-Frank 
                        Wall Street Reform and Consumer Protection Act, 
                        or'' and inserting ``or resolution under''; and
                    (B) by striking subparagraph (E).

SEC. 3. GENERAL PROVISIONS RELATING TO COVERED FINANCIAL CORPORATIONS.

    (a) Definition.--Section 101 of title 11, United States Code, is 
amended by inserting the following after paragraph (9):
            ``(9A) The term `covered financial corporation' means any 
        corporation incorporated or organized under any Federal or 
        State law, other than a stockbroker, a commodity broker, or an 
        entity of the kind specified in paragraph (2) or (3) of section 
        109(b), that is--
                    ``(A) a bank holding company, as that term is 
                defined in section 2(a) of the Bank Holding Company Act 
                of 1956 (12 U.S.C. 1841(a)); or
                    ``(B) predominantly engaged in activities that the 
                Board of Governors of the Federal Reserve System has 
                determined are financial in nature or incidental to 
                such financial activity for purposes of section 4(k) of 
                the Bank Holding Company Act of 1956 (12 U.S.C. 
                1843(k)).''.
    (b) Applicability of Chapters.--Section 103 of title 11, United 
States Code, is amended--
            (1) in subsection (a)--
                    (A) by striking ``section 1161'' and inserting 
                ``sections 1161 and 1401''; and
                    (B) by striking ``or 13'' and inserting ``13, or 
                14''; and
            (2) by adding at the end the following:
    ``(l) Chapter 14 of this title applies only in a case under this 
title concerning a covered financial corporation.
    ``(m) Except as otherwise provided in chapter 14 of this title, 
chapter 11 of this title applies in a case under chapter 14 of this 
title.''.
    (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)(B), by striking the period at 
                the end and inserting ``; or''; and
                    (C) by adding at the end the following:
            ``(4) a covered financial corporation.''; and
            (2) by adding at the end the following:
    ``(i) An entity may be a debtor under chapter 14 of this title only 
if the entity is a covered financial corporation.''.

SEC. 4. LIQUIDATION, REORGANIZATION, OR RECAPITALIZATION OF A COVERED 
              FINANCIAL CORPORATION.

    (a) In General.--Title 11, United States Code, is amended by 
inserting before chapter 15 the following:

  ``CHAPTER 14--LIQUIDATION, REORGANIZATION, OR RECAPITALIZATION OF A 
                     COVERED FINANCIAL CORPORATION

``Sec.
``1401. Inapplicability of other sections.
``1402. Definitions for this chapter.
``1403. Commencement of a case concerning a covered financial 
                            corporation.
``1404. Regulators.
``1405. Special trustee and bridge company.
``1406. Special transfer of property of the estate.
``1407. Automatic stay; assumed debt.
``1408. Treatment of qualified financial contracts and affiliate 
                            contracts.
``1409. Licenses, permits, and registrations.
``1410. Exemption from securities laws.
``1411. Inapplicability of certain avoiding powers.
``Sec. 1401. Inapplicability of other sections
    ``Sections 321(c) and 322(b) do not apply in a case under this 
chapter.
``Sec. 1402. Definitions for this chapter
    ``In this chapter, the following definitions shall apply:
            ``(1) The term `Board' means the Board of Governors of the 
        Federal Reserve System.
            ``(2) The term `bridge company' means a newly formed 
        corporation the equity securities of which are transferred to a 
        special trustee under section 1405(a).
            ``(3) The term `capital structure debt' means debt, other 
        than a qualified financial contract, of the debtor for borrowed 
        money with an original maturity of at least 1 year.
            ``(4) The term `contractual right' means a contractual 
        right as defined in section 555, 556, 559, or 560.
            ``(5) The term `qualified financial contract' means any 
        contract of a kind specified in paragraph (25), (38A), (47), or 
        (53B) of section 101, section 741(7), or paragraph (4), (5), 
        (11), or (13) of section 761.
``Sec. 1403. Commencement of a case concerning a covered financial 
              corporation
    ``(a) A case under this chapter may be commenced by the filing of a 
petition with the bankruptcy court--
            ``(1) under section 301; or
            ``(2) by the Board, only if--
                    ``(A) the Board certifies in the petition that it 
                has determined that--
                            ``(i) the covered financial corporation--
                                    ``(I) has incurred losses that will 
                                deplete all or substantially all of the 
                                capital of the covered financial 
                                corporation, and there is no reasonable 
                                prospect for the covered financial 
                                corporation to avoid such depletion;
                                    ``(II) is insolvent;
                                    ``(III) is not paying or is unable 
                                to pay the debts of the covered 
                                financial corporation (other than debts 
                                subject to a bona fide dispute as to 
                                liability or amount) as they become 
                                due; or
                                    ``(IV) is likely to be in a 
                                financial condition specified in 
                                subclause (I), (II), or (III) 
                                sufficiently soon such that the 
                                immediate commencement of a case under 
                                this chapter concerning the covered 
                                financial corporation is necessary to 
                                prevent imminent substantial harm to 
                                financial stability in the United 
                                States; and
                            ``(ii) the commencement of a case under 
                        this chapter concerning the covered financial 
                        corporation and the effect of a transfer under 
                        section 1406 is necessary to prevent imminent 
                        substantial harm to financial stability in the 
                        United States; and
                    ``(B) the bankruptcy court determines, after a 
                hearing described in subsection (b), that the Board has 
                shown by a preponderance of the evidence that the 
                requirements under subparagraph (A) have been 
                satisfied.
    ``(b)(1) A hearing described in this subsection is a hearing held 
not later than 12 hours after the Board makes a certification under 
subsection (a)(2)(A), with notice only to--
            ``(A) the covered financial corporation;
            ``(B) the Federal Deposit Insurance Corporation; and
            ``(C) the Secretary of the Treasury.
    ``(2) Only the Board and the entities listed in paragraph (1) may 
attend or participate in a hearing described in this subsection. 
Transcripts of such hearing shall be sealed until the end of the case.
    ``(c)(1) The covered financial corporation may file an appeal in 
the district court of a determination made by the bankruptcy court 
under subsection (a)(2)(B) not later than 12 hours after the bankruptcy 
court makes such determination, with notice only to the entities listed 
in subsection (b)(1) and the Board.
    ``(2) The district judge specified under section 298(c)(1) of title 
28 for the judicial circuit in which the case is pending shall hear the 
appeal under paragraph (1) and review within 12 hours the determination 
of the bankruptcy court under subsection (a)(2)(B) for abuse of 
discretion.
    ``(d)(1) The commencement of a case under subsection (a)(1) 
constitutes an order for relief under this chapter.
    ``(2) In a case commenced under subsection (a)(2), the bankruptcy 
court shall immediately order relief under this chapter if--
            ``(A) the bankruptcy court makes a determination under 
        subsection (a)(2)(B) that the requirements of subsection 
        (a)(2)(A) have been satisfied; and
            ``(B)(i) the period for appeal under subsection (c)(1) has 
        passed without an appeal having been filed; or
            ``(ii) the district court affirms the determination of the 
        bankruptcy court under subsection (c)(2).
    ``(3) Notwithstanding paragraph (2), the bankruptcy court shall 
order relief in a case commenced under subsection (a)(2) if the debtor 
consents to the order.
``Sec. 1404. Regulators
    ``(a) The Board may raise and may appear and be heard on any issue 
in any case or proceeding under this title relevant to the regulation 
of the debtor by the Board or to financial stability in the United 
States.
    ``(b) The Federal Deposit Insurance Corporation may raise and may 
appear and be heard on any issue in any case or proceeding under this 
title in connection with a transfer under section 1406.
``Sec. 1405. Special trustee and bridge company
    ``(a) On request of the trustee or the Board, the court may order 
the trustee to appoint 1 special trustee and transfer to the special 
trustee all of the equity securities in a corporation to hold in trust 
for the sole benefit of the estate, if--
            ``(1) the corporation does not have any property, executory 
        contracts, unexpired leases, or debts, other than any property 
        acquired or executory contracts, unexpired leases, or debts 
        assumed when acting as a transferee of a transfer under section 
        1406;
            ``(2) the equity securities of the corporation are property 
        of the estate; and
            ``(3) the court approves--
                    ``(A) the trust agreement governing the special 
                trustee;
                    ``(B) the governing documents of the corporation; 
                and
                    ``(C) the identity of--
                            ``(i) the special trustee; and
                            ``(ii) the directors and senior officers of 
                        the corporation.
    ``(b) The trust agreement governing the special trustee shall 
provide--
            ``(1) for the payment of the costs and expenses of the 
        special trustee from the assets of the trust and not from the 
        property of the estate;
            ``(2) that the special trustee provide--
                    ``(A) periodic reporting to the estate; and
                    ``(B) information about the bridge company as 
                reasonably requested by a party in interest to prepare 
                a disclosure statement for a plan providing for 
                distribution of any securities of the bridge company, 
                if such information is necessary to prepare such 
                disclosure statement;
            ``(3) that the special trustee provide notice to and 
        consult with parties in interest in the case in connection 
        with--
                    ``(A) any change in a director or senior officer of 
                the bridge company;
                    ``(B) any modification to the governing documents 
                of the bridge company; and
                    ``(C) any major corporate action of the bridge 
                company, including--
                            ``(i) recapitalization;
                            ``(ii) a liquidity borrowing;
                            ``(iii) termination of an intercompany debt 
                        or guarantee;
                            ``(iv) a transfer of a substantial portion 
                        of the assets of the bridge company; or
                            ``(v) the issuance or sale of any 
                        securities of the bridge company;
            ``(4) that the proceeds of the sale of any equity 
        securities of the bridge company by the special trustee be held 
        in trust for the benefit of or transferred to the estate; and
            ``(5) that the property held in trust by the special 
        trustee is subject to distribution in accordance with the plan 
        and subsection (c).
    ``(c) The special trustee shall distribute the assets held in trust 
in accordance with the plan on the effective date of the plan, after 
which time the office of the special trustee shall terminate, except as 
may be necessary to wind up and conclude the business and financial 
affairs of the trust.
    ``(d) After a transfer under section 1406, the special trustee 
shall be subject only to applicable nonbankruptcy law, and the actions 
and conduct of the special trustee shall no longer be subject to 
approval by the court in the case under this chapter.
``Sec. 1406. Special transfer of property of the estate
    ``(a) On request of the trustee or the Board, and after notice and 
hearing and not less than 24 hours after the commencement of the case, 
the court may order a transfer under this section of property of the 
estate to a bridge company. Except as provided under this section, the 
provisions of section 363 shall apply to a transfer under this section.
    ``(b) Unless the court orders otherwise, notice of a request for an 
order under subsection (a) shall consist of electronic or telephonic 
notice of not less than 24 hours to--
            ``(1) the debtor;
            ``(2) the trustee;
            ``(3) the holders of the 20 largest secured claims against 
        the debtor;
            ``(4) the holders of the 20 largest unsecured claims 
        against the debtor;
            ``(5) the Board;
            ``(6) the Federal Deposit Insurance Corporation;
            ``(7) the Secretary of the Treasury;
            ``(8) the United States trustee; and
            ``(9) each primary financial regulatory agency, as defined 
        in section 2(12) of the Dodd-Frank Wall Street Reform and 
        Consumer Protection Act (12 U.S.C. 5301(12)), with respect to 
        any affiliate that is proposed to be transferred under this 
        section.
    ``(c) The court may not order a transfer under this section unless 
the court determines, based upon a preponderance of the evidence, 
that--
            ``(1) the transfer under this section is necessary to 
        prevent imminent substantial harm to financial stability in the 
        United States;
            ``(2) the proposed transfer does not provide for the 
        assumption of any capital structure debt by the bridge company;
            ``(3) the proposed transfer provides for the transfer of 
        any accounts of depositors of the debtor that are insured by 
        the Federal Deposit Insurance Company to the bridge company; 
        and
            ``(4) the Board certifies to the court that the Board has 
        determined that the bridge company provides adequate assurance 
        of future performance of any executory contract or unexpired 
        leased assumed and assigned to the bridge company, and of 
        payment of any debt assumed by the bridge company, in the 
        transfer under this section.
``Sec. 1407. Automatic stay; assumed debt
    ``(a)(1) A petition filed under section 301 or 1403 operates as a 
stay, applicable to all entities, of the termination or modification of 
any debt, contract, lease, or agreement described in paragraph (2), or 
of any right or obligation under any such debt, contract, lease or 
agreement, solely because of--
            ``(A) a default by the debtor under any such debt, 
        contract, lease, or agreement; or
            ``(B) a provision in such debt, contract, lease, or 
        agreement or in applicable nonbankruptcy law that is 
        conditioned on--
                    ``(i) the insolvency or financial condition of the 
                debtor at any time before the closing of the case;
                    ``(ii) the commencement of a case under this title 
                concerning the debtor;
                    ``(iii) the appointment of or taking possession by 
                a trustee in a case under this title concerning the 
                debtor or by a custodian before the commencement of the 
                case; or
                    ``(iv) a credit rating agency rating, or absence or 
                withdrawal of a credit rating agency rating--
                            ``(I) of the debtor at any time after the 
                        commencement of the case;
                            ``(II) of an affiliate during the 48 hours 
                        after the commencement of the case; or
                            ``(III) while the special trustee is a 
                        direct or indirect beneficial holder of more 
                        than 50 percent of the equity securities of the 
                        bridge company--
                                    ``(aa) of the bridge company; or
                                    ``(bb) of an affiliate, if all of 
                                the direct or indirect interests in the 
                                affiliate that are property of the 
                                estate are transferred under section 
                                1406.
    ``(2) A debt, contract, lease, or agreement described in this 
paragraph is--
            ``(A) any debt (other than capital structure debt), 
        executory contract (other than a qualified financial contract), 
        or unexpired lease of the debtor;
            ``(B) any agreement under which the debtor issued or is 
        obligated for debt (other than capital structure debt);
            ``(C) any debt, executory contract (other than a qualified 
        financial contract), or unexpired lease of an affiliate; or
            ``(D) any agreement under which an affiliate issued or is 
        obligated for debt.
    ``(3) The stay under this subsection terminates--
            ``(A) as to the debtor, upon the earliest of--
                    ``(i) 48 hours after the commencement of the case;
                    ``(ii) assumption of the debt, contract, or lease 
                under an order authorizing a transfer under section 
                1406; or
                    ``(iii) a determination by the court not to order a 
                transfer under section 1406; and
            ``(B) as to an affiliate, upon the earliest of--
                    ``(i) entry of an order authorizing a transfer 
                under section 1406 in which the direct or indirect 
                interests in the affiliate that are property of the 
                estate are not transferred under section 1406;
                    ``(ii) a determination by the court not to order a 
                transfer under section 1406; or
                    ``(iii) 48 hours after the commencement of the 
                case, if the court has not ordered a transfer under 
                section 1406.
    ``(4) Sections 362(d), 362(e), 362(f), and 362(g) apply to a stay 
under this subsection.
    ``(b) A debt, executory contract (other than a qualified financial 
contract), or unexpired lease of the debtor, or an agreement under 
which the debtor has issued or is obligated for any debt, may be 
assumed by a bridge company in a transfer under section 1406 
notwithstanding any provision in an agreement or in applicable 
nonbankruptcy law that--
            ``(1) prohibits, restricts, or conditions the assignment of 
        the debt, contract, lease, or agreement; or
            ``(2) terminates or modifies, or permits a party other than 
        the debtor to terminate or modify, the debt, contract, lease, 
        or agreement on account of--
                    ``(A) the assignment of the debt, contract, lease, 
                or agreement; or
                    ``(B) a change in control of any party to the debt, 
                contract, lease, or agreement.
    ``(c)(1) A debt, contract, lease, or agreement of the kind 
described in subsection (a)(2)(A) or (a)(2)(B) may not be terminated or 
modified, and any right or obligation under such debt, contract, lease, 
or agreement may not be terminated or modified, as to the bridge 
company solely because of a provision in the debt, contract, lease, or 
agreement or in applicable nonbankruptcy law--
            ``(A) of the kind described in subsection (a)(1)(B) as 
        applied to the debtor;
            ``(B) that prohibits, restricts, or conditions the 
        assignment of the debt, contract, lease, or agreement; or
            ``(C) that terminates or modifies, or permits a party other 
        than the debtor to terminate or modify, the debt, contract, 
        lease or agreement, on account of--
                    ``(i) the assignment of the debt, contract, lease, 
                or agreement; or
                    ``(ii) a change in control of any party to the 
                debt, contract, lease, or agreement.
    ``(2) If there has been a default by the debtor of a provision 
other than the kind described in paragraph (1) in a debt, contract, 
lease or agreement of the kind described in subsection (a)(2)(A) or 
(a)(2)(B), the bridge company may assume such debt, contract, lease, or 
agreement only if the bridge company--
            ``(A) cures, or provides adequate assurance to the court in 
        connection with a transfer under section 1406 that the bridge 
        company will promptly cure, the default;
            ``(B) compensates, or provides adequate assurance to the 
        court in connection with a transfer under section 1406 that the 
        bridge company will promptly compensate, a party other than the 
        debtor to the debt, contract, lease, or agreement, for any 
        actual pecuniary loss to the party resulting from the default; 
        and
            ``(C) provides adequate assurance to the court in 
        connection with a transfer under section 1406 of future 
        performance under the debt, contract, lease, or agreement.
``Sec. 1408. Treatment of qualified financial contracts and affiliate 
              contracts
    ``(a) Notwithstanding sections 362(b)(6), 362(b)(7), 362(b)(17), 
362(b)(27), 555, 556, 559, 560, and 561, a petition filed under section 
301 or 1403 operates as a stay, during the period specified in section 
1407(a)(3)(A), applicable to all entities, of the exercise of a 
contractual right--
            ``(1) to cause the liquidation or termination of a 
        qualified financial contract of the debtor or an affiliate; or
            ``(2) to offset or net out any termination value, payment 
        amount, or other transfer obligation arising under or in 
        connection with a qualified financial contract of the debtor or 
        an affiliate; or
            ``(3) under any security agreement or arrangement or other 
        credit enhancement forming a part of or related to a qualified 
        financial contract of the debtor or an affiliate.
    ``(b)(1) During the period specified in section 1407(a)(3)(A), the 
trustee or the affiliate shall perform all payment and delivery 
obligations under a qualified financial contract of the debtor or the 
affiliate, respectively, that become due after the commencement of the 
case. The stay provided under subsection (a) terminates as to a 
qualified financial contract of the debtor or an affiliate immediately 
upon the failure of the trustee or the affiliate, respectively, to 
perform any such obligation during such period.
    ``(2) A counterparty to any qualified financial contract of the 
debtor that is assumed and assigned in a transfer under section 1406 
may perform any unperformed payment or delivery obligation under the 
qualified financial contract promptly after the assumption and 
assignment with the same effect as if the counterparty had timely 
performed such obligations.
    ``(c) A qualified financial contract between an entity and the 
debtor may not be assigned to or assumed by the bridge company in a 
transfer under section 1406 unless--
            ``(1) all qualified financial contracts between the entity 
        and the debtor are assigned to and assumed by the bridge 
        company in the transfer under section 1406;
            ``(2) all claims of the entity against the debtor under any 
        qualified financial contract between the entity and the debtor 
        (other than any claim that, under the terms of the qualified 
        financial contract, is subordinated to the claims of general 
        unsecured creditors) are assigned to and assumed by the bridge 
        company;
            ``(3) all claims of the debtor against the entity under any 
        qualified financial contract between the entity and the debtor 
        are assigned to and assumed by the bridge company; and
            ``(4) all property securing or any other credit enhancement 
        furnished by the debtor for any qualified financial contract 
        described in paragraph (1) or any claim described in paragraph 
        (2) or (3) under any qualified financial contract between the 
        entity and the debtor is assigned to and assumed by the bridge 
        company.
    ``(d) Section 365(b)(1) does not apply to a default under a 
qualified financial contract of the debtor that is assumed and assigned 
in a transfer under section 1406 if the default--
            ``(1) is a breach of a provision of the kind specified in 
        section 1407(a)(1)(B)(iv); and
            ``(2) in the case of a breach of a provision of the kind 
        specified in section 1407(a)(1)(B)(iv)(III), occurs while the 
        bridge company is a direct or indirect beneficial holder of 
        more than 50 percent of the equity securities of the affiliate.
    ``(e) Notwithstanding any provision in a qualified financial 
contract or in applicable nonbankruptcy law, a qualified financial 
contract of the debtor that is assumed or assigned in a transfer under 
section 1406 may not be terminated or modified, and any right or 
obligation under the qualified financial contract may not be terminated 
or modified, for a breach of a provision of the kind specified in 
section 1407(b) at any time after the entry of an order under section 
1406 until such time as the special trustee is no longer the direct or 
indirect beneficial holder of more than 50 percent of the equity 
securities of the bridge company.
    ``(f) Notwithstanding any provision in any agreement or in 
applicable nonbankruptcy law, an agreement of an affiliate (including 
an executory contract, unexpired lease, or agreement under which the 
affiliate issued or is obligated for debt), and any right or obligation 
under such agreement, may not be terminated or modified at any time 
after the commencement of the case solely because of a condition 
described in section 1407(b) if--
            ``(1) all direct or indirect interests in the affiliate 
        that are property of the estate are transferred under section 
        1406 to the bridge company within the period specified in 
        subsection (a);
            ``(2) the bridge company assumes--
                    ``(A) any guarantee or other credit enhancement 
                issued by the debtor relating to the agreement of the 
                affiliate; and
                    ``(B) any right of setoff, netting arrangement, or 
                debt of the debtor that directly arises out of or 
                directly relates to the guarantee or credit 
                enhancement; and
            ``(3) any property of the estate that directly serves as 
        collateral for the guarantee or credit enhancement is 
        transferred to the bridge company.
``Sec. 1409. Licenses, permits, and registrations
    ``(a) Notwithstanding any otherwise applicable nonbankruptcy law, 
if a request is made under section 1406 for a transfer of property of 
the estate, any Federal, State, or local license, permit, or 
registration that the debtor or an affiliate had immediately before the 
commencement of the case and that is proposed to be transferred under 
section 1406 may not be terminated or modified at any time after the 
request solely on account of--
            ``(1) the insolvency or financial condition of the debtor 
        at any time before the closing of the case;
            ``(2) the commencement of a case under this title 
        concerning the debtor;
            ``(3) the appointment of or taking possession by a trustee 
        in a case under this title concerning the debtor or by a 
        custodian before the commencement of the case; or
            ``(4) a transfer under section 1406.
    ``(b) Notwithstanding any otherwise applicable nonbankruptcy law, 
any Federal, State, or local license, permit, or registration that the 
debtor had immediately before the commencement of the case that is 
included in a transfer under section 1406 shall vest in the bridge 
company.
``Sec. 1410. Exemption from securities laws
    ``For purposes of section 1145, a security of the bridge company 
shall be deemed to be a security of a successor to the debtor under a 
plan if the court approves the disclosure statement for the plan as 
providing adequate information (as defined in section 1125(a)) about 
the bridge company and the security.
``Sec. 1411. Inapplicability of certain avoiding powers
    ``Except with respect to a capital structure debt, a transfer made 
or an obligation incurred by the debtor, including any obligation 
released by the debtor or the estate, to or for the benefit of an 
affiliate in a transfer under section 1406, is not avoidable under 
section 544, 547, 548(a)(1)(B), or 549, or under any similar 
nonbankruptcy law.''.
    (b) Technical and Conforming Amendment.--The table of chapters for 
title 11, United States Code, is amended by inserting after the item 
relating to chapter 13 the following:

``14. Liquidation, reorganization, or recapitalization of a     1401''.
                            covered financial corporation.

SEC. 5. AMENDMENTS TO TITLE 28, UNITED STATES CODE.

    (a) Amendment to Chapter 13.--Chapter 13 of title 28, United States 
Code, is amended by adding at the end the following:
``Sec. 298. Judge for a case under chapter 14 of title 11
    ``(a) Notwithstanding section 295, the Chief Justice of the United 
States shall designate not less than 1 district judge from each circuit 
to be available to hear an appeal under section 158(a) in a case under 
title 11 concerning a covered financial corporation or under section 
1403(c) of title 11.
    ``(b)(1) Notwithstanding section 295, the Chief Justice of the 
United States shall designate a panel of not less than 10 bankruptcy 
judges, who are experts in cases under title 11 in which a financial 
institution is a debtor, to be available to hear a case under chapter 
14 of title 11.
    ``(2) Notwithstanding section 295, a case under chapter 14 of title 
11 shall be heard under section 157 by a bankruptcy judge designated 
under paragraph (1), who shall be assigned to hear such case by the 
chief judge of the court of appeals for the circuit embracing the 
district in which the case is pending.
    ``(3) If the bankruptcy judge designated and assigned to hear a 
case under paragraphs (1) and (2) is not assigned to the district in 
which the case is pending, the bankruptcy judge shall be temporarily 
assigned to the district.
    ``(c)(1) Notwithstanding section 295, an appeal under section 
158(a) in a case under title 11 concerning a covered financial 
corporation or under section 1403(c) of title 11 shall be heard by a 
district judge who--
            ``(A) is the district judge designated under subsection (a) 
        from the circuit in which the case is pending;
            ``(B) if more than 1 district judge has been designated 
        under subsection (a) from the circuit in which the case is 
        pending, is 1 such district judge who is designated by the 
        chief judge of that circuit to hear the case; or
            ``(C) if none of the district judges designated under 
        subsection (a) for the circuit in which the case is pending are 
        immediately available, is designated under subsection (a) from 
        another circuit and has been designated by the Chief Justice of 
        the United States to hear the case.
    ``(2) If the district judge specified in paragraph (1) is not 
assigned to the district in which the case is pending, the district 
judge shall be temporarily assigned to the district.
    ``(d) A case under chapter 14 of title 11, and all proceedings in 
the case, shall take place in the district in which the case is 
pending.
    ``(e) In this section, the terms `covered financial corporation' 
and `financial institution' have the meaning given such terms in 
section 101 of title 11.''.
    (b) Amendment to Section 1334.--Section 1334 of title 28, United 
States Code, is amended by adding at the end the following:
    ``(f) This section does not grant jurisdiction to the district 
courts after a transfer pursuant to an order under section 1406 of 
title 11--
            ``(1) of any proceeding related to a special trustee 
        appointed, or to a bridge company formed, under section 1405 of 
        title 11; or
            ``(2) over the property held in trust by the special 
        trustee, the bridge company, or the property of the bridge 
        company.''.
    (c) Technical and Conforming Amendment.--The table of sections for 
chapter 13 of title 28, United States Code, is amended by adding at the 
end the following:

``298. Judge for a case under chapter 14 of title 11.''.

SEC. 6. LIMITATION ON ADVANCES FROM A FEDERAL RESERVE BANK.

    Section 10B(b) of the Federal Reserve Act (12 U.S.C. 347b(b)) is 
amended--
            (1) by redesignating paragraph (5) as paragraph (6);
            (2) by inserting after paragraph (4) the following:
            ``(5) Limitation on advances to covered financial 
        corporations and bridge companies.--Notwithstanding paragraph 
        (2), a Federal Reserve bank may not make advances to any 
        covered financial corporation that is a debtor in a pending 
        case under chapter 14 of title 11, United States Code, or to a 
        bridge company, for the purpose of providing debtor-in-
        possession financing pursuant to section 364 of such title.''; 
        and
            (3) in paragraph (6), as redesignated--
                    (A) by redesignating subparagraphs (B) through (E) 
                as subparagraphs (D) through (G), respectively; and
                    (B) by inserting after subparagraph (A) the 
                following:
                    ``(B) Bridge company.--The term `bridge company' 
                has the same meaning as in section 1402(2) of title 11, 
                United States Code.
                    ``(C) Covered financial corporation.--The term 
                `covered financial corporation' has the same meaning as 
                in section 101(9A) of title 11, United States Code.''.
                                 <all>
```