303
tities engaged in the business of insurance, including pro-
visions imposing premium taxes, regulating insurer sol-
vency or financial condition, establishing guaranty funds
and levying assessments, or requiring claims settlement
practices.
(b) LIABILITY OF THE ASSOCIATION, ITS DIREC-
TORS, OFFICERS, AND EMPLOYEES.—Neither the Associa-
tion nor any of its directors, officers, or employees shall
have any liability to any person for any action taken or
omitted in good faith under or in connection with any mat-
ter subject to this subtitle.
SEC. 332. ELIMINATION OF NAIC OVERSIGHT.
(a) IN GENERAL.—The Association shall be estab-
lished without NAIC oversight and the provisions set forth
in section 324, subsections (a), (b), (c), and (e) of section
328, and sections 329(b) and 330 of this subtitle shall
cease to be effective if, at the end of the 2-year period
beginning on the date on which the provisions of this sub-
title take effect pursuant to section 321—
(1) at least a majority of the States represent-
ing at least 50 percent of the total United States
commercial-lines insurance premiums have not satis-
fied the uniformity or reciprocity requirements of
subsections (a), (b), and (c) of section 321; and
304
(2) the NAIC has not approved the Associa-
tion’s bylaws as required by section 328 or is unable
to operate or supervise the Association, or the Asso-
ciation is not conducting its activities as required
under this Act.
(b) BOARD APPOINTMENTS.—If the repeals required
by subsection (a) are implemented, the following shall
apply:
(1) GENERAL
APPOINTMENT
POWER.—The
President, with the advice and consent of the Sen-
ate, shall appoint the members of the Association’s
Board established under section 326 from lists of
candidates recommended to the President by the
National Association of Insurance Commissioners.
(2) PROCEDURES
FOR
OBTAINING
NATIONAL
ASSOCIATION
OF
INSURANCE
COMMISSIONERS
AP-
POINTMENT RECOMMENDATIONS.—
(A) INITIAL
DETERMINATION
AND
REC-
OMMENDATIONS.—After the date on which the
provisions of subsection (a) take effect, the
NAIC shall, not later than 60 days thereafter,
provide a list of recommended candidates to the
President. If the NAIC fails to provide a list by
that date, or if any list that is provided does
not include at least 14 recommended candidates
305
or comply with the requirements of section
326(c), the President shall, with the advice and
consent of the Senate, make the requisite ap-
pointments without considering the views of the
NAIC.
(B) SUBSEQUENT APPOINTMENTS.—After
the initial appointments, the NAIC shall pro-
vide a list of at least 6 recommended candidates
for the Board to the President by January 15
of each subsequent year. If the NAIC fails to
provide a list by that date, or if any list that
is provided does not include at least 6 rec-
ommended candidates or comply with the re-
quirements of section 326(c), the President,
with the advice and consent of the Senate, shall
make the requisite appointments without con-
sidering the views of the NAIC.
(C) PRESIDENTIAL OVERSIGHT.—
(i) REMOVAL.—If the President deter-
mines that the Association is not acting in
the interests of the public, the President
may remove the entire existing Board for
the remainder of the term to which the
members of the Board were appointed and
appoint, with the advice and consent of the
306
Senate, new members to fill the vacancies
on the Board for the remainder of such
terms.
(ii) SUSPENSION
OF
RULES
OR
AC-
TIONS.—The President, or a person des-
ignated by the President for such purpose,
may suspend the effectiveness of any rule,
or prohibit any action, of the Association
which the President or the designee deter-
mines is contrary to the public interest.
(c) ANNUAL REPORT.—As soon as practicable after
the close of each fiscal year, the Association shall submit
to the President and to the Congress a written report rel-
ative to the conduct of its business, and the exercise of
the other rights and powers granted by this subtitle, dur-
ing such fiscal year. Such report shall include financial
statements setting forth the financial position of the Asso-
ciation at the end of such fiscal year and the results of
its operations (including the source and application of its
funds) for such fiscal year.
SEC. 333. RELATIONSHIP TO STATE LAW.
(a) PREEMPTION OF STATE LAWS.—State laws, reg-
ulations, provisions, or other actions purporting to regu-
late insurance producers shall be preempted as provided
in subsection (b).
307
(b) PROHIBITED ACTIONS.—No State shall—
(1) impede the activities of, take any action
against, or apply any provision of law or regulation
to, any insurance producer because that insurance
producer or any affiliate plans to become, has ap-
plied to become, or is a member of the Association;
(2) impose any requirement upon a member of
the Association that it pay different fees to be li-
censed or otherwise qualified to do business in that
State, including bonding requirements, based on its
residency;
(3) impose any licensing, appointment, integ-
rity, personal or corporate qualifications, education,
training, experience, residency, or continuing edu-
cation requirement upon a member of the Associa-
tion that is different from the criteria for member-
ship in the Association or renewal of such member-
ship, except that counter-signature requirements im-
posed on nonresident producers shall not be deemed
to have the effect of limiting or conditioning a pro-
ducer’s activities because of its residence or place of
operations under this section; or
(4) implement the procedures of such State’s
system of licensing or renewing the licenses of insur-
308
ance producers in a manner different from the au-
thority of the Association under section 325.
(c) SAVINGS PROVISION.—Except as provided in sub-
sections (a) and (b), no provision of this section shall be
construed as altering or affecting the continuing effective-
ness of any law, regulation, provision, or other action of
any State which purports to regulate insurance producers,
including any such law, regulation, provision, or action
which purports to regulate unfair trade practices or estab-
lish consumer protections, including countersignature
laws.
SEC. 334. COORDINATION WITH OTHER REGULATORS.
(a) COORDINATION WITH STATE INSURANCE REGU-
LATORS.—The Association shall have the authority to—
(1) issue uniform insurance producer applica-
tions and renewal applications that may be used to
apply for the issuance or removal of State licenses,
while preserving the ability of each State to impose
such conditions on the issuance or renewal of a li-
cense as are consistent with section 333;
(2) establish a central clearinghouse through
which members of the Association may apply for the
issuance or renewal of licenses in multiple States;
and
309
(3) establish or utilize a national database for
the collection of regulatory information concerning
the activities of insurance producers.
(b) COORDINATION WITH THE NATIONAL ASSOCIA-
TION OF SECURITIES DEALERS.—The Association shall
coordinate with the National Association of Securities
Dealers in order to ease any administrative burdens that
fall on persons that are members of both associations, con-
sistent with the purposes of this subtitle and the Federal
securities laws.
SEC. 335. JUDICIAL REVIEW.
(a) JURISDICTION.—The appropriate United States
district court shall have exclusive jurisdiction over litiga-
tion involving the Association, including disputes between
the Association and its members that arise under this sub-
title. Suits brought in State court involving the Associa-
tion shall be deemed to have arisen under Federal law and
therefore be subject to jurisdiction in the appropriate
United States district court.
(b) EXHAUSTION OF REMEDIES.—An aggrieved per-
son shall be required to exhaust all available administra-
tive remedies before the Association and the NAIC before
it may seek judicial review of an Association decision.
(c) STANDARDS
OF REVIEW.—The standards set
forth in section 553 of title 5, United States Code, shall
310
be applied whenever a rule or bylaw of the Association is
under judicial review, and the standards set forth in sec-
tion 554 of title 5, United States Code, shall be applied
whenever a disciplinary action of the Association is judi-
cially reviewed.
SEC. 336. DEFINITIONS.
For purposes of this subtitle, the following definitions
shall apply:
(1) HOME
STATE.—The term ‘‘home State’’
means the State in which the insurance producer
maintains its principal place of residence and is li-
censed to act as an insurance producer.
(2) INSURANCE.—The term ‘‘insurance’’ means
any product, other than title insurance, defined or
regulated as insurance by the appropriate State in-
surance regulatory authority.
(3) INSURANCE PRODUCER.—The term ‘‘insur-
ance producer’’ means any insurance agent or
broker, surplus lines broker, insurance consultant,
limited insurance representative, and any other per-
son that solicits, negotiates, effects, procures, deliv-
ers, renews, continues or binds policies of insurance
or offers advice, counsel, opinions or services related
to insurance.
311
(4) STATE.—The term ‘‘State’’ includes any
State, the District of Columbia, American Samoa,
Guam, Puerto Rico, and the United States Virgin
Islands.
(5) STATE
LAW.—The term ‘‘State law’’ in-
cludes all laws, decisions, rules, regulations, or other
State action having the effect of law, of any State.
A law of the United States applicable only to the
District of Columbia shall be treated as a State law
rather than a law of the United States.
TITLE 
IV—UNITARY 
SAVINGS
AND LOAN HOLDING COMPA-
NIES
SEC. 401. PREVENTION OF CREATION OF NEW S&L HOLD-
ING COMPANIES WITH COMMERCIAL AFFILI-
ATES.
(a) IN GENERAL.—Section 10(c) of the Home Own-
ers’ Loan Act (12 U.S.C. 1467a(c)) is amended by adding
at the end the following new paragraph:
‘‘(9) PREVENTION OF NEW AFFILIATIONS BE-
TWEEN S&L HOLDING COMPANIES AND COMMERCIAL
FIRMS.—
‘‘(A) IN GENERAL.—Notwithstanding para-
graph (3), no company may directly or indi-
rectly, including through any merger, consolida-
312
tion, or other type of business combination, ac-
quire control of a savings association after Oc-
tober 7, 1998, unless the company is engaged,
directly or indirectly (including through a sub-
sidiary other than a savings association), only
in activities that are permitted—
‘‘(i) under paragraph (1)(C) or (2); or
‘‘(ii) for financial holding companies
under section 6(c) of the Bank Holding
Company Act of 1956.
‘‘(B) PREVENTION OF NEW COMMERCIAL
AFFILIATIONS.—Notwithstanding 
paragraph
(3), no savings and loan holding company may
engage directly or indirectly (including through
a subsidiary other than a savings association)
in any activity other than as described in
clauses (i) and (ii) of subparagraph (A).
‘‘(C) PRESERVATION
OF
AUTHORITY
OF
EXISTING
UNITARY
S&L
HOLDING
COMPA-
NIES.—Subparagraphs (A) and (B) do not
apply with respect to any company that was a
savings and loan holding company on October
7, 1998, or that becomes a savings and loan
holding company pursuant to an application
313
pending before the Office of Thrift Supervision
on or before that date, and that—
‘‘(i) meets and continues to meet the
requirements of paragraph (3); and
‘‘(ii) continues to control not fewer
than 1 savings association that it con-
trolled on October 7, 1998, or that it ac-
quired pursuant to an application pending
before the Office of Thrift Supervision on
or before that date, or the successor to
such savings association.
‘‘(D) CORPORATE REORGANIZATIONS PER-
MITTED.—This paragraph does not prevent a
transaction that—
‘‘(i) involves solely a company under
common control with a savings and loan
holding company from acquiring, directly
or indirectly, control of the savings and
loan holding company or any savings asso-
ciation that is already a subsidiary of the
savings and loan holding company; or
‘‘(ii) involves solely a merger, consoli-
dation, or other type of business combina-
tion as a result of which a company under
common control with the savings and loan
314
holding company acquires, directly or indi-
rectly, control of the savings and loan hold-
ing company or any savings association
that is already a subsidiary of the savings
and loan holding company.
‘‘(E) 
AUTHORITY
TO
PREVENT
EVA-
SIONS.—The Director may issue interpreta-
tions, regulations, or orders that the Director
determines necessary to administer and carry
out the purpose and prevent evasions of this
paragraph, including a determination that, not-
withstanding the form of a transaction, the
transaction would in substance result in a com-
pany acquiring control of a savings association.
‘‘(F) PRESERVATION OF AUTHORITY FOR
FAMILY TRUSTS.—Subparagraphs (A) and (B)
do not apply with respect to any trust that be-
comes a savings and loan holding company with
respect to a savings association, if—
‘‘(i) not less than 85 percent of the
beneficial ownership interests in the trust
are continuously owned, directly or indi-
rectly, by or for the benefit of members of
the same family, or their spouses, who are
lineal descendants of common ancestors
315
who controlled, directly or indirectly, such
savings association on October 7, 1998, or
a subsequent date pursuant to an applica-
tion pending before the Office of Thrift
Supervision on or before October 7, 1998;
and
‘‘(ii) at the time at which such trust
becomes a savings and loan holding com-
pany, such ancestors or lineal descendants,
or spouses of such descendants, have di-
rectly or indirectly controlled the savings
association continuously since October 7,
1998, or a subsequent date pursuant to an
application pending before the Office of
Thrift Supervision on or before October 7,
1998.’’.
(b) CONFORMING AMENDMENT.—Section 10(o)(5) of
the Home Owners’ Loan Act (15 U.S.C. 1467a(o)(5)) is
amended—
(1) in subparagraph (E), by striking ‘‘, except
subparagraph (B)’’; and
(2) by adding at the end the following new sub-
paragraph:
‘‘(F) In the case of a mutual holding com-
pany which is a savings and loan holding com-
316
pany described in subsection (c)(3), engaging in
the 
activities 
permitted 
under 
subsection
(c)(9)(A)(ii).’’.
SEC. 402. RETENTION OF ‘‘FEDERAL’’ IN NAME OF CON-
VERTED FEDERAL SAVINGS ASSOCIATION.
Section 2 of the Act entitled ‘‘An Act to enable na-
tional banking associations to increase their capital stock
and to change their names or locations’’, approved May
1, 1886 (12 U.S.C. 30), is amended by adding at the end
the following new subsection:
‘‘(d) RETENTION OF ‘FEDERAL’ IN NAME OF CON-
VERTED FEDERAL SAVINGS ASSOCIATION.—
‘‘(1) IN GENERAL.—Notwithstanding subsection
(a) or any other provision of law, any depository in-
stitution the charter of which is converted from that
of a Federal savings association to a national bank
or a State bank after the date of the enactment of
the Financial Services Act of 1999 may retain the
term ‘Federal’ in the name of such institution if
such depository institution remains an insured de-
pository institution.
‘‘(2) DEFINITIONS.—For purposes of this sub-
section, the terms ‘depository institution’, ‘insured
depository institution’, ‘national bank’, and ‘State
317
bank’ have the same meanings as in section 3 of the
Federal Deposit Insurance Act.’’.
Æ