II 

111TH CONGRESS 

1ST SESSION S. 195 

To extend oversight, accountability, and transparency provisions of the Emergency Economic Assistance Act of 2008 to all Federal emergency economic assistance to private entities, to impose tough conditions for all 

recipients of such emergency economic assistance, to set up a Federal 

task force to investigate and prosecute criminal activities that contributed 

to our economic crisis, and to establish a bipartisan financial market 

investigation and reform commission, and for other purposes. 

IN THE SENATE OF THE UNITED STATES 

JANUARY 9, 2009 

Mr. DORGAN introduced the following bill; which was read twice and referred 

to the Committee on Banking, Housing, and Urban Affairs 

A BILL 

To extend oversight, accountability, and transparency provisions of the Emergency Economic Assistance Act of 2008 

to all Federal emergency economic assistance to private 

entities, to impose tough conditions for all recipients 

of such emergency economic assistance, to set up a Federal task force to investigate and prosecute criminal activities that contributed to our economic crisis, and to 

establish a bipartisan financial market investigation and 

reform commission, and for other purposes. 

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled, 


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1 SECTION 1. SHORT TITLE. 

2 This Act may be cited as the ‘‘Taxpayer Protection 

3 Act’’. 

4 SEC. 2. INCREASED OVERSIGHT OVER FEDERAL EMER5 GENCY ECONOMIC ASSISTANCE. 

6 (a) IN GENERAL.—Notwithstanding any other provi7 sion of law, a Federal financial entity that provides emer8 gency economic assistance to any private entity or group 

9 of private entities shall be subject to the oversight, report10 ing, accountability, and transparency provisions of sec11 tions 104, 105, 108, 116, 121, and 125 of the Emergency 

12 Economic Stabilization Act of 2008 (12 U.S.C. 5214, 

13 5215, 5218, 5226, 5231, 5233), in the same manner as 

14 those sections apply with respect to assistance provided 

15 under that Act. 

16 (b) MONTHLY REPORTS TO CONGRESS.—Each Fed17 eral financial entity that provides emergency economic as18 sistance to any private entity or group of entities shall 

19 make monthly reports to Congress that provide, among 

20 other relevant information, the names and other details 

21 about the private entities receiving such financial assist22 ance, together with a full description of the collateral or 

23 other interests granted to the Federal financial entity to 

24 ensure that taxpayers are repaid, to the maximum extent 

25 possible. 


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1 (c) DEFINITION.—As used in this Act, the term 

2 ‘‘Federal financial entity’’ means— 

3 (1) the Secretary of the Treasury; 

4 (2) each member of the Financial Institutions 

5 Examination Council established under section 1004 

6 of the Federal Financial Institutions Examination 

7 Council Act of 1978 (12 U.S.C. 3303); and 

8 (3) the Federal Housing Finance Agency. 

9 SEC. 3. ESTABLISH CONDITIONS FOR EMERGENCY ECO10 NOMIC ASSISTANCE. 

11 (a) IN GENERAL.—Notwithstanding any other provi12 sion of law, before receiving funds under any program by 

13 a Federal financial entity to provide emergency economic 

14 assistance to private entities or groups of entities (includ15 ing assistance under the Emergency Economic Stabiliza16 tion Act of 2008), the intended recipient of such assist17 ance shall agree, in writing— 

18 (1) to provide a detailed monthly report to Con19 gress about how emergency economic assistance pro20 vided to such entity or group of entities is being 

21 used to meet the intended objectives and goals of 

22 such assistance; 

23 (2) to permit the Federal financial entity pro24 viding such assistance access to personnel and any 

25 books, papers, records, or other data that may be 


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1 relevant to the assistance, including compliance with 

2 the financial terms and conditions, and the right to 

3 audit such activities; 

4 (3) to limit executive compensation and annual 

5 executive compensation tax deductions, to prohibit 

6 golden parachutes for officers and directors, and 

7 prohibit the payment of dividends or other distribu8 tions, as provided, to the maximum extent possible, 

9 in section 111 of the Emergency Economic Stabiliza10 tion Act of 2008 (12 U.S.C. 5221) and regulations 

11 and notices issued thereunder; 

12 (4) to prohibit bonuses or incentive compensa13 tion awards to the 25 most highly compensated em14 ployees of the recipient; 

15 (5) to prohibit any compensation plan that 

16 could encourage manipulation of reported earnings 

17 to enhance the compensation of any employee; 

18 (6) to prohibit the use of emergency economic 

19 assistance for entertainment and lobbying expendi20 tures; 

21 (7) to sell or divest itself of any privately owned 

22 passenger aircraft or interest in such aircraft, and 

23 to prohibit the leasing of any such aircraft by or on 

24 behalf of any officer, director, or employee of the re25 cipient; and 


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1 (8) to such other appropriate standards for ex2 ecutive compensation and corporate governance as 

3 the Federal financial entity overseeing the provision 

4 of such assistance determines appropriate. 

5 (b) APPLICABILITY.—Subsection (a) shall apply 

6 whether or not the recipient of emergency economic assist7 ance from a Federal financial entity sells assets to the 

8 Federal financial entity. 

9 (c) DURATION.—The provisions of subsection (a) 

10 shall apply, and the written agreement of the recipient of 

11 assistance described in subsection (a) shall remain in ef12 fect, until such time as all obligations to the Federal finan13 cial entity are repaid in full, and such entity ceases to own 

14 any equity securities, including warrants or collateral, ac15 quired from the recipient of such assistance. 

16 (d) VIOLATIONS.—A violation of any provision of an 

17 agreement described in subsection (a) by the recipient of 

18 emergency economic assistance from a Federal financial 

19 entity shall be considered a default on the obligation of 

20 the recipient to the Federal financial entity, and such obli21 gation shall be immediately due and payable to the Fed22 eral financial entity. The Federal financial entity shall be 

23 entitled to any and all remedies pursuant to such agree24 ment and otherwise available under applicable provisions 

25 of law. 


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1 SEC. 4. CREATION OF A TAXPAYER PROTECTION PROSECU2 TION TASK FORCE. 

3 (a) IN GENERAL.—The Attorney General of the 

4 United States shall immediately establish a Taxpayer Pro5 tection Prosecution Task Force (referred to in this section 

6 as the ‘‘Task Force’’) . 

7 (b) DUTIES.—The Task Force shall— 

8 (1) investigate and prosecute financial fraud 

9 cases or any other violation of law that contributed 

10 to the collapse of our financial markets; and 

11 (2) seek to claw back any ill-gotten gains, par12 ticularly by those who received billions of dollars in 

13 compensation creating the real estate and financial 

14 bubble. 

15 (c) MEMBERSHIP.—The membership of the Task 

16 Force shall include— 

17 (1) Department of Justice attorneys acting as 

18 a team of Federal prosecutors; 

19 (2) special agents from the Federal Bureau of 

20 Investigation, the Internal Revenue Service, and 

21 United States Postal Service; and 

22 (3) additional assistance from the Board of 

23 Governors of the Federal Reserve System, the Secu24 rities and Exchange Commission, and other Federal 

25 banking regulators or investigators. 


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1 (d) STAFFING.—The Task Force shall be staffed by 

2 Department of Justice career attorneys, enforcement at3 torneys, and other private and public sector legal profes4 sionals and experts in the violations of law under inves5 tigation. 

6 (e) DIRECTOR.—The Director of the Task Force 

7 shall be appointed by the President, subject to the advice 

8 and consent of the Senate. 

9 (f) OUTSIDE EMPLOYMENT.—The Director of the 

10 Task Force and all professional members of the staff shall 

11 for a period of 2 years after their employment with the 

12 Task Force be prohibited from directly or indirectly rep13 resenting any client in or in connection with any investiga14 tion relating to any of the work of the Task Force. 

15 (g) REPORT.—The Task Force shall file— 

16 (1) a public report directly with Congress every 

17 6 months on its activities; and 

18 (2) if necessary, a classified annex to protect 

19 the confidentiality of ongoing investigations or attor20 ney-client privilege or other non-public information. 

21 (h) STATUTE OF LIMITATIONS RECOMMENDATION.— 

22 The Task Force shall make recommendations to Congress 

23 not later than 60 days after the date of the establishment 

24 of the Task Force about extending the statute of limita25 tion for complex financial fraud and other similar cases. 


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1 SEC. 5. ESTABLISHMENT OF FINANCIAL MARKET INVES2 TIGATION AND REFORM COMMISSION TO 

3 LEARN HOW THE ECONOMIC CRISIS HAP4 PENED. 

5 (a) ESTABLISHMENT OF COMMISSION.—There is es6 tablished the Financial Market Investigation and Reform 

7 Commission (in this Act referred to as the ‘‘Commis8 sion’’), the purposes of which are— 

9 (1) to examine and report on the facts and 

10 causes of the collapse of the Nation’s financial sys11 tem and credit crisis; 

12 (2) to ascertain, evaluate, and report on the ex13 tent to which Federal entities had information on fi14 nancial practices that they knew or should have 

15 known were risky or reckless, and posed a threat to 

16 the well being of the Nation’s financial system; 

17 (3) to build on any investigations by the Com18 mittee on Banking, Housing, and Urban Affairs of 

19 the Senate and the Committee on Financial Services 

20 of the House of Representatives, by other congres21 sional committees and the Federal banking agencies 

22 (as that term is defined in section 3 of the Federal 

23 Deposit Insurance Act), and the Securities and Ex24 change Commission) to avoid duplication of effort; 


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1 (4) to make a full and complete report of the 

2 reasons for the worst financial system collapse since 

3 the Great Depression; and 

4 (5) to report to the President and the Congress 

5 on its findings, conclusions, and legislative and regu6 latory recommendations to prevent a similar finan7 cial crisis in the future. 

8 (b) MEMBERSHIP.—The Commission shall be com9 posed of 10 members, of whom— 

10 (1) 1 member shall be appointed by the Presi11 dent, who shall serve as chairperson of the Commis12 sion; 

13 (2) 1 member shall be appointed by the minor14 ity leader of the Senate, in consultation with the mi15 nority leader of the House of Representatives, who 

16 shall serve as vice-chairperson of the Commission; 

17 (3) 2 members shall be appointed by the major18 ity leader of the Senate; 

19 (4) 2 members shall be appointed by the minor20 ity leader of the Senate; 

21 (5) 2 members shall be appointed by the Speak22 er of the House of Representatives; and 

23 (6) 2 members shall be appointed by the minor24 ity leader of the House of Representatives. 

25 (c) QUALIFICATIONS; INITIAL MEETING.— 


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1 (1) CONFLICTS OF INTEREST.—No member of 

2 the Commission may be an employee, or an imme3 diate family member of an employee, of a private en4 tity or group of private entities that has received or 

5 applied for emergency economic assistance from any 

6 Federal financial entity (as defined in section 2). 

7 (2) CRITERIA.—Members of the Commission 

8 shall be chosen from among United States citizens 

9 with national recognition and expertise in— 

10 (A) the operations of United States and 

11 global financial markets; 

12 (B) the safety and soundness of United 

13 States financial institutions; 

14 (C) the use of complex derivatives and 

15 other structured financial instruments; or 

16 (D) the investigation and prosecution of 

17 fraud and other intricate financial crimes. 

18 (3) LIMITATION ON PUBLIC SERVICE.—Not 

19 more than 2 members of the Commission may be ap20 pointed from among Federal, State, or local govern21 ment employees. 

22 (4) TIMING.—Members of the Commission shall 

23 be appointed not later than 30 days after the date 

24 of enactment of this Act. 


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1 (5) MEETINGS.—The Commission shall meet 

2 not later than 45 days after the date of enactment 

3 of this Act. After the initial meeting, the Commis4 sion shall meet upon the call of the chairperson or 

5 a majority of the members of the Commission. 

6 (6) QUORUM; VACANCIES.—Six members of the 

7 Commission shall constitute a quorum. Any vacancy 

8 in the Commission shall not affect its powers, but 

9 shall be filled in the same manner in which the origi10 nal appointment was made. 

11 (7) PROCEDURES.—To carry out this Act, the 

12 Commission may establish, by majority vote, any 

13 other rules for the conduct of the business of the 

14 Commission, if such rules are not inconsistent with 

15 this Act or other applicable law. 

16 (d) POWERS AND DUTIES.—The Commission may— 

17 (1) hold hearings, take testimony, and collect 

18 evidence, by subpoena or otherwise; 

19 (2) issue subpoenas, under the signature of the 

20 chairperson or any member designated by a majority 

21 of the members of the Commission, by agreement of 

22 the chairperson and vice-chairperson, or by the af23 firmative vote of 6 members of the Commission, and 

24 may enforce the subpoena in the United States disVerDate Nov 24 2008 20:22 Jan 10, 2009 Jkt 079200 PO 00000 Frm 00011 Fmt 6652 Sfmt 6201 E:\BILLS\S195.IS S195

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1 trict court for the judicial district in which the sub2 poenaed person resides; 

3 (3) contract with appropriate entities to enable 

4 the Commission to discharge its duties; 

5 (4) obtain information from Federal depart6 ments and agencies; 

7 (5) obtain assistance from Federal agencies, in8 cluding the General Services Administration, for 

9 support services and other agencies for services, 

10 funds, facilities, and staff, as needed; 

11 (6) accept, use, and dispose of gifts or dona12 tions of services and property; and 

13 (7) use the United States mails, in the same 

14 manner as Federal departments and agencies. 

15 (e) CONFLICTS OF INTEREST.—The Commission 

16 shall issue rules to manage or prohibit conflicts of interest 

17 involving its members, staff, consultants, and any others 

18 providing assistance to the Commission. 

19 (f) REPORTS.—The Commission shall submit to Con20 gress 2 interim reports to discuss the Commission’s 

21 progress. The Commission’s final report shall be sub22 mitted to Congress 12 months after the date of enactment 

23 of this Act. 

24 (g) ADMINISTRATIVE SUPPORT.—Upon the request 

25 of the Commission, the Administrator of General Services 


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1 shall provide to the Commission, on a reimbursable basis, 

2 the administrative support services necessary for the Com3 mission to carry out its responsibilities under this Act, in4 cluding human resource management, budget, leasing, ac5 counting, and payroll services. 

6 (h) PAY.— 

7 (1) NONGOVERNMENT EMPLOYEES.—Each 

8 member of the Commission who is not otherwise em9 ployed by a Federal, State, or local government enti10 ty shall be entitled to receive the daily equivalent of 

11 the annual rate of basic pay payable for level IV of 

12 the Executive Schedule under section 5315 of title 

13 5 United States Code, as in effect from time to time, 

14 for each day (including travel time) during which 

15 such member is engaged in the actual performance 

16 of duties of the Commission. 

17 (2) GOVERNMENT EMPLOYEES.—A member of 

18 the Commission who is an officer or employee of a 

19 Federal, State or local government entity shall serve 

20 without additional pay (or benefits in the nature of 

21 compensation) for service as a member of the Com22 mission. 

23 (i) TRAVEL EXPENSES.—Members of the Commis24 sion shall receive travel expenses, including per diem in 


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1 lieu of subsistence, in accordance with subchapter I of 

2 chapter 57 of title 5, United States Code 55. 

3 (j) STAFF.— 

4 (1) APPOINTMENT AND COMPENSATION.—The 

5 chairperson of the Commission, in consultation with 

6 the vice-chairperson, in accordance with rules agreed 

7 upon by the Commission, may appoint and fix the 

8 compensation of a staff director and such other per9 sonnel as may be necessary to enable the Commis10 sion to carry out its functions, without regard to the 

11 provisions of title 5, United States Code, governing 

12 appointments in the competitive service, and without 

13 regard to the provisions of chapter 51 and sub14 chapter II of chapter 53 of such title relating to 

15 classification and General Schedule pay rates, except 

16 that no rate of pay fixed under this subsection may 

17 exceed the equivalent of that payable for a position 

18 at level V of the Executive Schedule under section 

19 5316 of title 5, United States Code. 

20 (2) PERSONNEL AS FEDERAL EMPLOYEES.— 

21 (A) IN GENERAL.—Any personnel of the 

22 Commission shall be employees under section 

23 2105 of title 5, United States Code, for pur24 poses of chapters 63, 81, 83, 84, 85, 87, 89, 

25 and 90 of that title. 


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1 (B) DETAILEES.—Any Federal Govern2 ment employee may be detailed to the Commis3 sion without reimbursement from the Commis4 sion, and such detailee shall retain the rights, 

5 status, and privileges of his or her regular em6 ployment without interruption. 

7 (C) CONSULTANT SERVICES.—The Com8 mission is authorized to procure the services of 

9 experts and consultants in accordance with sec10 tion 3109 of title 5, United States Code, but at 

11 rates not to exceed the daily rate paid to a per12 son occupying a position at level IV of the Ex13 ecutive Schedule under section 5315 of title 5, 

14 United States Code. 

15 (k) TERMINATION.—The Commission shall terminate 

16 60 days after the date of submission of its final report 

17 under subsection (f). 

18 (l) FUNDING.—There are authorized to be appro19 priated to the Commission such sums as are necessary to 

20 carry out this Act, to remain available, without fiscal year 

21 limitation, until the termination of the Commission. 

Æ 


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