908 
(2) JOINT STATEMENT.—The agencies receiving 
a request from an insured depository institution, 
credit union, or covered person under paragraph (1) 
shall provide a joint statement resolving the conflict 
under such subparagraph before the end of the 30- 
day period beginning on the date the agencies re-
ceive such request. 
(d) APPEALS TO GOVERNING PANEL.— 
(1) IN GENERAL.—If the agencies receiving a 
request from an insured depository institution, credit 
union, or covered person under subsection (c)(1) do 
not issue a joint statement under subsection (c)(2), 
or if either agency takes or attempts to take any su-
pervisory action relating to the request for the joint 
statement without the consent of the other agency, 
the insured depository institution, credit union, or 
other covered person may institute an appeal to a 
governing panel under this subsection. 
(2) TIMETABLE.—Any appeal under paragraph 
(1) with regard to a failure of agencies to issue a 
joint statement shall be filed before the end of the 
30-day period beginning at the end of the 30-day pe-
riod during which such joint statement was due 
under subsection (c)(2).
909 
(e) COMPOSITION OF GOVERNING PANEL.—The gov-
erning panel for an appeal under this section shall be com-
posed of— 
(1) 2 individuals— 
(A) 1 of whom is a representative from the 
Agency; 
(B) 1 of whom is a representative of the 
Federal banking agency which received the re-
quest to which the appeal relates; and 
(C) neither of whom— 
(i) have participated in the material 
supervisory determinations under appeal; 
and 
(ii) report directly or indirectly to the 
individual who made the supervisory deter-
minations under appeal; and 
(2) 1 individual who is a representative from— 
(A) the Federal banking agency that heads 
the Financial Institution Examination Council; 
or 
(B) if the Financial Institutions Examina-
tion Council is headed by a Federal banking 
agency that is a party to the appeal, the Fed-
eral banking agency that is next scheduled to
910 
head the Financial Institutions Examination 
Council. 
(f) CONDUCT OF APPEAL.— 
(1) CONTENT OF FILING APPEAL.—The insured 
depository institution, credit union, or other covered 
person which institutes an appeal under subsection 
(d)(1) shall include in the filing of such appeal all 
the facts and legal arguments pertaining to the mat-
ter appealed. 
(2) APPEARANCE.—The insured depository in-
stitution, credit union, or other covered person which 
institutes an appeal under this section may appear 
before the governing panel in person or by telephone, 
through counsel, employees, or representatives of, or 
for, such institution, credit union, or other covered 
person. 
(3) REQUESTS
FOR
ADDITIONAL
INFORMA-
TION.—Any governing panel convened under this 
section may request the insured depository institu-
tion, credit union, or other covered person, the 
Agency, or the Federal banking agency to produce 
additional information relevant to the appeal. 
(4) FINAL
WRITTEN
DETERMINATIONS.—Any 
governing panel convened under this section, by a 
majority vote of the members of the panel, shall pro-
911 
vide a final determination, in writing, within 30 days 
of the filing of an informationally complete appeal, 
or such longer period as the panel and the insured 
depository institution, credit union, or other covered 
person may jointly agree. 
(5) PUBLIC INFORMATION.—A redacted copy of 
any determination by a governing panel convened 
under this section shall be made public upon the 
issuance of such determination. 
(g) PROHIBITION AGAINST RETALIATION.—The Di-
rector and the Federal banking agencies shall prescribe 
regulations to provide safeguards from retaliation against 
any insured depository institution, credit union, or other 
covered person which institutes an appeal under this sec-
tion, as well as against any officer or and employee of any 
such institution, credit union, or other person. 
(h) MATERIAL SUPERVISORY DETERMINATION DE-
FINED.—For purposes of this section, the term ‘‘material 
supervisory determination’’— 
(1) includes any action relating to any super-
vision or examinations; and 
(2) does not include— 
(A) a determination by any Federal bank-
ing agency to appoint a conservator or receiver 
for an insured depository institution or a liqui-
912 
dating agent for an insured credit union, as the 
case may be, or a decision to take action pursu-
ant to section 38 of the Federal Deposit Insur-
ance Act or section 212 of the Federal Credit 
Union Act, as the case may be; or 
(B) any regulation or guidance, or order of 
general applicability. 
SEC. 4205. LIMITATIONS ON AUTHORITY OF AGENCY AND 
DIRECTOR. 
(a) EXCLUSION FOR MERCHANTS, RETAILERS, AND 
SELLERS OF NONFINANCIAL SERVICES.— 
(1) IN GENERAL.—Notwithstanding any provi-
sion of this title (other than paragraph (4)) and sub-
ject to paragraph (2), the Director and the Agency 
may not exercise any rulemaking, supervisory, en-
forcement 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 serv-
ices to a consumer, in a case in which the good 
or service being provided is not itself a con-
sumer financial product or service, exclusively 
for the purpose of enabling that consumer to 
purchase such goods or services directly from