practices that enable the Director to evaluate the fi-
nancial condition of the regulated entity; and 
‘‘(11) such other operational and management 
standards as the Director determines to be appro-
priate. 
‘‘(b) FAILURE TO MEET STANDARDS.— 
‘‘(1) PLAN REQUIREMENT.— 
‘‘(A) IN GENERAL.—If the Director deter-
mines that a regulated entity fails to meet any 
standard established under subsection (a)— 
‘‘(i) if such standard is established by 
regulation, the Director shall require the 
regulated entity to submit an acceptable 
plan to the Director within the time allowed 
under subparagraph (C); and 
‘‘(ii) if such standard is established by 
guideline, the Director may require the reg-
ulated entity to submit a plan described in 
clause (i). 
‘‘(B) CONTENTS.—Any plan required under 
subparagraph (A) shall specify the actions that 
the regulated entity will take to correct the defi-
ciency. If the regulated entity is undercapital-
ized, the plan may be a part of the capital res-
toration plan for the regulated entity under sec-
tion 1369C. 
‘‘(C) DEADLINES FOR SUBMISSION AND RE-
VIEW.—The Director shall by regulation establish 
deadlines that— 
‘‘(i) provide the regulated entities with 
reasonable time to submit plans required 
under subparagraph (A), and generally re-
quire a regulated entity to submit a plan 
not later than 30 days after the Director de-
termines that the entity fails to meet any 
standard established under subsection (a); 
and 
‘‘(ii) require the Director to act on 
plans expeditiously, and generally not later 
than 30 days after the plan is submitted. 
‘‘(2) REQUIRED ORDER UPON FAILURE TO SUB-
MIT OR IMPLEMENT PLAN.—If a regulated entity fails 
to submit an acceptable plan within the time allowed 
under paragraph (1)(C), or fails in any material re-
spect to implement a plan accepted by the Director, 
the following shall apply: 
‘‘(A) REQUIRED
CORRECTION
OF
DEFI-
CIENCY.—The Director shall, by order, require 
the regulated entity to correct the deficiency.
‘‘(B) OTHER
AUTHORITY.—The Director 
may, by order, take one or more of the following 
actions until the deficiency is corrected: 
‘‘(i) Prohibit the regulated entity from 
permitting its average total assets (as such 
term is defined in section 1316(b)) during 
any calendar quarter to exceed its average 
total assets during the preceding calendar 
quarter, or restrict the rate at which the av-
erage total assets of the entity may increase 
from one calendar quarter to another. 
‘‘(ii) Require the regulated entity— 
‘‘(I) in the case of an enterprise, 
to increase its ratio of core capital to 
assets. 
‘‘(II) in the case of a Federal 
Home Loan Bank, to increase its ratio 
of total capital (as such term is defined 
in section 6(a)(5) of the Federal Home 
Loan Bank Act (12 U.S.C. 1426(a)(5)) 
to assets. 
‘‘(iii) Require the regulated entity to 
take any other action that the Director de-
termines will better carry out the purposes
of this section than any of the actions de-
scribed in this subparagraph. 
‘‘(3) MANDATORY RESTRICTIONS.—In complying 
with paragraph (2), the Director shall take one or 
more of the actions described in clauses (i) through 
(iii) of paragraph (2)(B) if— 
‘‘(A) the Director determines that the regu-
lated entity fails to meet any standard pre-
scribed under subsection (a); 
‘‘(B) the regulated entity has not corrected 
the deficiency; and 
‘‘(C) during the 18-month period before the 
date on which the regulated entity first failed to 
meet the standard, the entity underwent extraor-
dinary growth, as defined by the Director. 
‘‘(c) OTHER ENFORCEMENT AUTHORITY NOT AF-
FECTED.—The authority of the Director under this section 
is in addition to any other authority of the Director.’’. 
SEC. 1109. REVIEW OF AND AUTHORITY OVER ENTERPRISE 
ASSETS AND LIABILITIES. 
(a) IN GENERAL.—Subtitle B of the Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 
(12 U.S.C. 4611 et seq.) is amended— 
(1) by striking the subtitle designation and head-
ing and inserting the following:
‘‘(1) FEDERAL HOME LOAN BANK; MEMBER.— 
The terms ‘Federal Home Loan Bank’ and ‘member’, 
have the same meanings as in section 2 of the Federal 
Home Loan Bank Act. 
‘‘(2) FEDERAL
NATIONAL
MORTGAGE
ASSOCIA-
TION.—The term ‘Federal National Mortgage Associa-
tion’ means the corporation created by the Federal 
National Mortgage Association Charter Act. 
‘‘(3) FEDERAL HOME LOAN MORTGAGE CORPORA-
TION.—The term ‘Federal Home Loan Mortgage Cor-
poration’ means the corporation created by the Fed-
eral Home Loan Mortgage Corporation Act.’’. 
SEC. 1113. PROHIBITION AND WITHHOLDING OF EXECUTIVE 
COMPENSATION. 
(a) IN GENERAL.—Section 1318 of the Federal Hous-
ing Enterprises Financial Safety and Soundness Act of 
1992 (12 U.S.C. 4518) is amended— 
(1) in the section heading, by striking ‘‘OF EX-
CESSIVE’’ and inserting ‘‘AND WITHHOLDING OF 
EXECUTIVE’’; 
(2) by redesignating subsection (b) as subsection 
(d); and 
(3) by inserting after subsection (a) the fol-
lowing:
‘‘(b) FACTORS.—In making any determination under 
subsection (a), the Director may take into consideration 
any factors the Director considers relevant, including any 
wrongdoing on the part of the executive officer, and such 
wrongdoing shall include any fraudulent act or omission, 
breach of trust or fiduciary duty, violation of law, rule, reg-
ulation, order, or written agreement, and insider abuse with 
respect to the regulated entity. The approval of an agree-
ment or contract pursuant to section 309(d)(3)(B) of the 
Federal National Mortgage Association Charter Act (12 
U.S.C. 1723a(d)(3)(B)) or section 303(h)(2) of the Federal 
Home Loan Mortgage Corporation Act (12 U.S.C. 
1452(h)(2)) shall not preclude the Director from making 
any subsequent determination under subsection (a). 
‘‘(c) WITHHOLDING OF COMPENSATION.—In carrying 
out subsection (a), the Director may require a regulated en-
tity to withhold any payment, transfer, or disbursement of 
compensation to an executive officer, or to place such com-
pensation in an escrow account, during the review of the 
reasonableness and comparability of compensation.’’. 
(b) CONFORMING AMENDMENTS.— 
(1) FANNIE MAE.—Section 309(d) of the Federal 
National Mortgage Association Charter Act (12 
U.S.C. 1723a(d)) is amended by adding at the end 
the following new paragraph:
‘‘(4) Notwithstanding any other provision of this sec-
tion, the corporation shall not transfer, disburse, or pay 
compensation to any executive officer, or enter into an 
agreement with such executive officer, without the approval 
of the Director, for matters being reviewed under section 
1318 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4518).’’. 
(2) FREDDIE MAC.—Section 303(h) of the Fed-
eral Home Loan Mortgage Corporation Act (12 
U.S.C. 1452(h)) is amended by adding at the end the 
following new paragraph: 
‘‘(4) Notwithstanding any other provision of this sec-
tion, the Corporation shall not transfer, disburse, or pay 
compensation to any executive officer, or enter into an 
agreement with such executive officer, without the approval 
of the Director, for matters being reviewed under section 
1318 of the Federal Housing Enterprises Financial Safety 
and Soundness Act of 1992 (12 U.S.C. 4518).’’. 
(3) FEDERAL HOME LOAN BANKS.—Section 7 of 
the Federal Home Loan Bank Act (12 U.S.C. 1427) 
is amended by adding at the end the following new 
subsection: 
‘‘(l) WITHHOLDING
OF
COMPENSATION.—Notwith-
standing any other provision of this section, a Federal 
Home Loan Bank shall not transfer, disburse, or pay com-
pensation to any executive officer, or enter into an agree-
ment with such executive officer, without the approval of 
the Director, for matters being reviewed under section 1318 
of the Federal Housing Enterprises Financial Safety and 
Soundness Act of 1992 (12 U.S.C. 4518).’’. 
SEC. 1114. LIMIT ON GOLDEN PARACHUTES. 
Section 1318 of the Federal Housing Enterprises Fi-
nancial Safety and Soundness Act of 1992 (12 U.S.C. 4518) 
is amended by adding at the end the following: 
‘‘(e) AUTHORITY TO REGULATE OR PROHIBIT CER-
TAIN FORMS OF BENEFITS TO AFFILIATED PARTIES.— 
‘‘(1) GOLDEN
PARACHUTES
AND
INDEMNIFICA-
TION
PAYMENTS.—The Director may prohibit or 
limit, by regulation or order, any golden parachute 
payment or indemnification payment. 
‘‘(2) FACTORS TO BE TAKEN INTO ACCOUNT.— 
The Director shall prescribe, by regulation, the factors 
to be considered by the Director in taking any action 
pursuant to paragraph (1), which may include such 
factors as— 
‘‘(A) whether there is a reasonable basis to 
believe that the affiliated party has committed 
any fraudulent act or omission, breach of trust 
or fiduciary duty, or insider abuse with regard 
to the regulated entity that has had a material
effect on the financial condition of the regulated 
entity; 
‘‘(B) whether there is a reasonable basis to 
believe that the affiliated party is substantially 
responsible for the insolvency of the regulated en-
tity, the appointment of a conservator or receiver 
for the regulated entity, or the troubled condition 
of the regulated entity (as defined in regulations 
prescribed by the Director); 
‘‘(C) whether there is a reasonable basis to 
believe that the affiliated party has materially 
violated any applicable provision of Federal or 
State law or regulation that has had a material 
effect on the financial condition of the regulated 
entity; 
‘‘(D) whether the affiliated party was in a 
position of managerial or fiduciary responsi-
bility; and 
‘‘(E) the length of time that the party was 
affiliated with the regulated entity, and the de-
gree to which— 
‘‘(i) the payment reasonably reflects 
compensation earned over the period of em-
ployment; and
207 
‘‘(ii) notify the claimant of the deter-
mination, and if the claim is disallowed, 
provide a statement of each reason for the 
disallowance and the procedure for obtain-
ing agency review or judicial determina-
tion. 
‘‘(C) PERIOD
FOR
FILING
OR
RENEWING 
SUIT.—Any claimant who files a request for ex-
pedited relief shall be permitted to file a suit, or 
to continue a suit filed before the date of ap-
pointment of the receiver, seeking a determina-
tion of the rights of the claimant with respect to 
such security interest after the earlier of— 
‘‘(i) the end of the 90-day period begin-
ning on the date of the filing of a request 
for expedited relief; or 
‘‘(ii) the date on which the Agency de-
nies the claim. 
‘‘(D) STATUTE OF LIMITATIONS.—If an ac-
tion described under subparagraph (C) is not 
filed, or the motion to renew a previously filed 
suit is not made, before the end of the 30-day pe-
riod beginning on the date on which such action 
or motion may be filed under subparagraph (B), 
the claim shall be deemed to be disallowed as of