325 
(II) The term ‘‘in danger of de-
fault’’ shall mean a covered financial 
company with respect to which the 
Corporation or appropriate State au-
thority has determined that— 
(aa) in the opinion of the 
Corporation or such authority— 
(AA) the covered finan-
cial company is not likely to 
be able to pay its obligations 
in the normal course of busi-
ness; and 
(BB) there is no rea-
sonable prospect that the 
covered financial company 
will be able to pay such obli-
gations without Federal as-
sistance; or 
(CC) in the opinion of 
the Corporation or such au-
thority— 
(bb) the covered financial 
company has incurred or is likely 
to incur losses that will deplete 
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all or substantially all of its cap-
ital; and 
(cc) there is no reasonable 
prospect that the capital will be 
replenished without Federal as-
sistance. 
(viii) TREATMENT OF MASTER AGREE-
MENT AS ONE AGREEMENT.—Any master 
agreement for any contract or agreement 
described in any preceding clause of this 
subparagraph (or any master agreement 
for such master agreement or agreements), 
together with all supplements to such mas-
ter agreement, shall be treated as a single 
agreement and a single qualified financial 
contact. If a master agreement contains 
provisions relating to agreements or trans-
actions that are not themselves qualified fi-
nancial contracts, the master agreement 
shall be deemed to be a qualified financial 
contract only with respect to those trans-
actions that are themselves qualified finan-
cial contracts. 
(ix) TRANSFER.—The term ‘‘transfer’’ 
means every mode, direct or indirect, abso-
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lute or conditional, voluntary or involun-
tary, of disposing of or parting with prop-
erty or with an interest in property, includ-
ing retention of title as a security interest 
and foreclosure of the covered financial 
company’s equity of redemption. 
(x) PERSON.—The term ‘‘person’’ in-
cludes any governmental entity in addition 
to any entity included in the definition of 
such term in section 1, title 1, United 
States Code. 
(E) CERTAIN PROTECTIONS IN EVENT OF 
APPOINTMENT OF QUALIFIED RECEIVER.—Not-
withstanding any other provision of this section 
(other than paragraph (10) of this subsection 
and subsection (a)(7) of this section), any other 
Federal law, or the law of any State, no person 
shall be stayed or prohibited from exercising— 
(i) any right such person has to cause 
the termination, liquidation, or acceleration 
of any qualified financial contract with a 
covered financial company in a qualified 
receivership based upon a default under 
such financial contract which is enforceable 
under applicable noninsolvency law; 
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(ii) any right under any security 
agreement or arrangement or other credit 
enhancement related to one or more quali-
fied financial contracts described in clause 
(i); or 
(iii) any right to offset or net out any 
termination values, payment amounts, or 
other transfer obligations arising under or 
in connection with such qualified financial 
contracts. 
(F) CLARIFICATION.—No provision of law 
shall be construed as limiting the right or 
power of the Corporation, or authorizing any 
court or agency to limit or delay, in any man-
ner, the right or power of the Corporation to 
transfer any qualified financial contract in ac-
cordance with paragraphs (9) and (10) of this 
subsection or to disaffirm or repudiate any such 
contract in accordance with subsection (c)(1) of 
this section. 
(G) WALKAWAY
CLAUSES
NOT
EFFEC-
TIVE.— 
(i) IN
GENERAL.—Notwithstanding 
the provisions of subparagraphs (A) and 
(E) and sections 403 and 404 of the Fed-
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eral Deposit Insurance Corporation Im-
provement Act of 1991, no walkaway 
clause shall be enforceable in a qualified fi-
nancial contract of a covered financial 
company in default. 
(ii) LIMITED SUSPENSION OF CERTAIN 
OBLIGATIONS.—In the case of a qualified 
financial contract referred to in clause (i), 
any payment or delivery obligations other-
wise due from a party pursuant to the 
qualified financial contract shall be sus-
pended from the time the receiver is ap-
pointed until the earlier of— 
(I) the time such party receives 
notice that such contract has been 
transferred pursuant to paragraph 
(10)(A); or 
(II) 5:00 p.m. (eastern time) on 
the business day following the date of 
the appointment of the receiver. 
(iii) WALKAWAY CLAUSE DEFINED.— 
For purposes of this subparagraph, the 
term ‘‘walkaway clause’’ means any provi-
sion in a qualified financial contract that 
suspends, conditions, or extinguishes a 
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payment obligation of a party, in whole or 
in part, or does not create a payment obli-
gation of a party that would otherwise 
exist, solely because of such party’s status 
as a nondefaulting party in connection 
with the insolvency of a covered financial 
company that is a party to the contract or 
the appointment of or the exercise of rights 
or powers by a receiver or qualified re-
ceiver of such covered financial company, 
and not as a result of a party’s exercise of 
any right to offset, setoff, or net obliga-
tions that exist under the contract, any 
other contract between those parties, or 
applicable law. 
(H) RECORDKEEPING.—The Corporation, 
in consultation with the Federal Reserve Board, 
may prescribe regulations requiring that the 
covered 
financial 
company 
maintain 
such 
records with respect to qualified financial con-
tracts (including market valuations) as the Cor-
poration determines to be necessary or appro-
priate in order to assist the receiver or qualified 
receiver of the covered financial company in 
being able to exercise its rights and fulfill its 
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obligations under this paragraph or paragraph 
(9) or (10). 
(9) TRANSFER OF QUALIFIED FINANCIAL CON-
TRACTS.— 
(A) IN GENERAL.—In making any transfer 
of assets or liabilities of a covered financial 
company in default which includes any qualified 
financial contract, the receiver or qualified re-
ceiver for such covered financial company shall 
either— 
(i) transfer to one financial institu-
tion, other than a financial institution for 
which a conservator, receiver, trustee in 
bankruptcy, or other legal custodian has 
been appointed or which is otherwise the 
subject of a bankruptcy or insolvency pro-
ceeding— 
(I) all qualified financial con-
tracts between any person or any af-
filiate of such person and the covered 
financial company in default; 
(II) all claims of such person or 
any affiliate of such person against 
such covered financial company under 
any such contract (other than any 
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claim which, under the terms of any 
such contract, is subordinated to the 
claims of general unsecured creditors 
of such company); 
(III) all claims of such covered fi-
nancial company against such person 
or any affiliate of such person under 
any such contract; and 
(IV) all property securing or any 
other credit enhancement for any con-
tract described in subclause (I) or any 
claim described in subclause (II) or 
(III) under any such contract; or 
(ii) transfer none of the qualified fi-
nancial contracts, claims, property or other 
credit enhancement referred to in clause (i) 
(with respect to such person and any affil-
iate of such person). 
(B) TRANSFER TO FOREIGN BANK, FINAN-
CIAL
INSTITUTION, OR
BRANCH
OR
AGENCY 
THEREOF.—In transferring any qualified finan-
cial contracts and related claims and property 
under subparagraph (A)(i), the receiver or 
qualified receiver for the covered financial com-
pany shall not make such transfer to a foreign 
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bank, financial institution organized under the 
laws of a foreign country, or a branch or agency 
of a foreign bank or financial institution unless, 
under the law applicable to such bank, financial 
institution, branch or agency, to the qualified 
financial contracts, and to any netting contract, 
any security agreement or arrangement or other 
credit enhancement related to one or more 
qualified financial contracts, the contractual 
rights of the parties to such qualified financial 
contracts, netting contracts, security agree-
ments or arrangements, or other credit en-
hancements are enforceable substantially to the 
same extent as permitted under this section. 
(C) TRANSFER
OF
CONTRACTS
SUBJECT 
TO
THE
RULES
OF
A
CLEARING
ORGANIZA-
TION.—In the event that a receiver or qualified 
receiver transfers any qualified financial con-
tract and related claims, property, and credit 
enhancements pursuant to subparagraph (A)(i) 
and such contract is cleared by or subject to the 
rules of a clearing organization, the clearing or-
ganization shall not be required to accept the 
transferee as a member by virtue of the trans-
fer. 
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334 
(D) DEFINITIONS.—For purposes of this 
paragraph, the term ‘‘financial institution’’ 
means a broker or dealer, a depository institu-
tion, a futures commission merchant, a bridge 
financial company, or any other institution de-
termined by the Corporation by regulation to be 
a financial institution, and the term ‘‘clearing 
organization’’ has the same meaning as in sec-
tion 402 of the Federal Deposit Insurance Cor-
poration Improvement Act of 1991. 
(10) NOTIFICATION OF TRANSFER.— 
(A) IN GENERAL.—If— 
(i) the receiver or qualified receiver 
for a covered financial company in default 
or in danger of default transfers any assets 
and liabilities of the covered financial com-
pany; and 
(ii) the transfer includes any qualified 
financial contract, 
the receiver or qualified receiver shall notify any 
person who is a party to any such contract of 
such transfer by 5:00 p.m. (eastern time) on 
the business day following the date of the ap-
pointment of the receiver in the case of a re-
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335 
ceivership, or the business day following such 
transfer in the case of a qualified receivership. 
(B) CERTAIN
RIGHTS
NOT
ENFORCE-
ABLE.— 
(i) RECEIVERSHIP.—A person who is 
a party to a qualified financial contract 
with a covered financial company may not 
exercise any right that such person has to 
terminate, liquidate, or net such contract 
under paragraph (8)(A) of this subsection 
solely by reason of or incidental to the ap-
pointment under this section of a receiver 
for the covered financial company (or the 
insolvency or financial condition of the cov-
ered financial company for which the re-
ceiver has been appointed)— 
(I) until 5:00 p.m. (eastern time) 
on the business day following the date 
of the appointment of the receiver; or 
(II) after the person has received 
notice that the contract has been 
transferred pursuant to paragraph 
(9)(A). 
(ii) 
QUALIFIED
RECEIVERSHIP.—A 
person who is a party to a qualified finan-
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336 
cial contract with a covered financial com-
pany may not exercise any right such per-
son has to terminate, liquidate, or net such 
contract under paragraph (8)(E) of this 
subsection or section 403 of Federal De-
posit Insurance Corporation Improvement 
Act of 1991 solely by reason of or inci-
dental to the appointment under this sec-
tion of a qualified receiver for the covered 
financial company (or the insolvency or fi-
nancial condition of the covered financial 
company for which the qualified receiver 
has been appointed). 
(iii) NOTICE.—For purposes of this 
paragraph, the receiver or qualified re-
ceiver for a covered financial company 
shall be deemed to have notified a person 
who is a party to a qualified financial con-
tract with such covered financial company 
if the receiver or qualified receiver has 
taken steps reasonably calculated to pro-
vide notice to such person by the time 
specified in subparagraph (A). 
(C) TREATMENT
OF
BRIDGE
FINANCIAL 
COMPANY.—For purposes of paragraph (9), a 
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337 
bridge financial company shall not be consid-
ered to be a financial institution for which a 
conservator, receiver, trustee in bankruptcy, or 
other legal custodian has been appointed or 
which is otherwise the subject of a bankruptcy 
or insolvency proceeding. 
(D) BUSINESS DAY DEFINED.—For pur-
poses of this paragraph, the term ‘‘business 
day’’ means any day other than any Saturday, 
Sunday, or any day on which either the New 
York Stock Exchange or the Federal Reserve 
Bank of New York is closed. 
(11) DISAFFIRMANCE
OR
REPUDIATION
OF 
QUALIFIED
FINANCIAL
CONTRACTS.—In exercising 
the rights of disaffirmance or repudiation of a re-
ceiver or qualified receiver with respect to any quali-
fied financial contract to which a covered financial 
company is a party, the receiver or qualified receiver 
for such covered financial shall either— 
(A) disaffirm or repudiate all qualified fi-
nancial contracts between— 
(i) any person or any affiliate of such 
person; and 
(ii) the covered financial company in 
default; or 
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338 
(B) disaffirm or repudiate none of the 
qualified financial contracts referred to in sub-
paragraph (A) (with respect to such person or 
any affiliate of such person). 
(12) CERTAIN
SECURITY
AND
CUSTOMER
IN-
TERESTS
NOT
AVOIDABLE.—No provision of this 
subsection shall be construed as permitting the 
avoidance of any— 
(A) legally enforceable or perfected secu-
rity interest in any of the assets of any covered 
financial company except where such an inter-
est is taken in contemplation of the company’s 
insolvency or with the intent to hinder, delay, or 
defraud the company or the creditors of such 
company; or 
(B) legally enforceable interest in customer 
property. 
(13) AUTHORITY TO ENFORCE CONTRACTS.— 
(A) IN GENERAL.—The receiver or quali-
fied receiver may enforce any contract, other 
than a director’s or officer’s liability insurance 
contract or a financial institution bond, entered 
into by the covered financial company notwith-
standing any provision of the contract providing 
for termination, default, acceleration, or exer-
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339 
cise of rights upon, or solely by reason of, insol-
vency or the appointment of or the exercise of 
rights or powers by a receiver or qualified re-
ceiver. 
(B) CERTAIN
RIGHTS
NOT
AFFECTED.— 
No provision of this paragraph may be con-
strued as impairing or affecting any right of the 
receiver or qualified receiver to enforce or re-
cover under a director’s or officer’s liability in-
surance contract or financial institution bond 
under other applicable law. 
(C) CONSENT REQUIREMENT.— 
(i) IN GENERAL.—Except as otherwise 
provided by this section, no person may ex-
ercise any right or power to terminate, ac-
celerate, or declare a default under any 
contract to which the covered financial 
company is a party, or to obtain possession 
of or exercise control over any property of 
the covered financial company or affect 
any contractual rights of the covered finan-
cial company, without the consent of the 
receiver or qualified receiver, as appro-
priate, of the covered financial company 
during the 45-day period beginning on the 
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340 
date of the appointment of the qualified re-
ceiver, or during the 90-day period begin-
ning on the date of the appointment of the 
receiver, as applicable. 
(ii) CERTAIN EXCEPTIONS.—No provi-
sion of this subparagraph shall apply to a 
director or officer liability insurance con-
tract or a financial institution bond, to the 
rights of parties to certain qualified finan-
cial contracts pursuant to paragraph (8), 
or to the rights of parties to netting con-
tracts pursuant to subtitle A of title IV of 
the Federal Deposit Insurance Corporation 
Improvement Act of 1991 (12 U.S.C. 4401 
et seq.), or shall be construed as permit-
ting the receiver or qualified receiver to fail 
to comply with otherwise enforceable provi-
sions of such contract. 
(14) EXCEPTION
FOR
FEDERAL
RESERVE 
BANKS AND CORPORATION SECURITY INTEREST.— 
No provision of this subsection shall apply with re-
spect to— 
(A) any extension of credit from any Fed-
eral Reserve bank or the Corporation to any 
covered financial company; or 
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341 
(B) any security interest in the assets of 
the covered financial company securing any 
such extension of credit. 
(15) SAVINGS CLAUSE.—The meanings of terms 
used in this subsection are applicable for purposes of 
this subsection only, and shall not be construed or 
applied so as to challenge or affect the characteriza-
tion, definition, or treatment of any similar terms 
under any other statute, regulation, or rule, includ-
ing, but not limited, to the Gramm Leach Bliley Act, 
the Legal Certainty for Bank Products Act of 2000, 
the securities laws (as that term is defined in section 
3(a)(47) of the Securities Exchange Act of 1934), 
and the Commodity Exchange Act. 
(d) VALUATION OF CLAIMS IN DEFAULT.— 
(1) IN GENERAL.—Notwithstanding any other 
provision of Federal law or the law of any State, and 
regardless of the method which the Corporation de-
termines to utilize with respect to a covered financial 
company, including transactions authorized under 
subsection (h), this subsection shall govern the 
rights of the creditors of such covered financial com-
pany. 
(2) MAXIMUM
LIABILITY.—The maximum li-
ability of the Corporation, acting as receiver or in 
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342 
any other capacity, to any person having a claim 
against the receiver or the covered financial com-
pany for which such receiver is appointed shall equal 
the amount such claimant would have received if— 
(A) a determination had not been made 
under section 1603(b) with respect to the cov-
ered financial company; and 
(B) the covered financial company had 
been liquidated under title 11, United States 
Code, or any case related to title 11, United 
States Code (including but not limited to a case 
initiated by the Securities Investor Protection 
Corporation with respect to a financial company 
subject to the Securities Investor Protection Act 
of 1970), or any State insolvency law. 
(3) ADDITIONAL PAYMENTS AUTHORIZED.— 
(A) IN GENERAL.—The Corporation may, 
as receiver and with the approval of the Sec-
retary, make additional payments or credit ad-
ditional amounts to or with respect to or for the 
account of any claimant or category of claim-
ants of a covered financial company if the Cor-
poration determines that such payments or 
credits are necessary or appropriate to— 
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343 
(i) minimize losses to the receiver 
from the resolution of the covered financial 
company under this section; or 
(ii) prevent or mitigate serious ad-
verse effects to financial stability or the 
United States economy. 
(B) MANNER OF PAYMENT.—The Corpora-
tion may make payments or credit amounts 
under subparagraph (A) directly to the claim-
ants or may make such payments or credit such 
amounts to a company other than a covered fi-
nancial company or a bridge financial company 
established with respect thereto in order to in-
duce such other company to accept liability for 
such claims. 
(e) LIMITATION ON COURT ACTION.—Except as pro-
vided in this section or at the request of the receiver or 
qualified receiver appointed for a covered financial com-
pany, no court may take any action to restrain or affect 
the exercise of powers or functions of the receiver or quali-
fied receiver hereunder. 
(f) LIABILITY OF DIRECTORS AND OFFICERS.— 
(1) IN GENERAL.—A director or officer of a 
covered financial company may be held personally 
liable for monetary damages in any civil action de-
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344 
scribed in paragraph (2) by, on behalf of, or at the 
request or direction of the Corporation, which action 
is prosecuted wholly or partially for the benefit of 
the Corporation— 
(A) acting as receiver or qualified receiver 
of such covered financial company; 
(B) acting based upon a suit, claim, or 
cause of action purchased from, assigned by, or 
otherwise conveyed by such receiver or qualified 
receiver; or 
(C) acting based upon a suit, claim, or 
cause of action purchased from, assigned by, or 
otherwise conveyed in whole or in part by a cov-
ered financial company or its affiliate in con-
nection with assistance provided under section 
1604. 
(2) ACTIONS
COVERED.—Paragraph (1) shall 
apply with respect to actions for gross negligence, 
including any similar conduct or conduct that dem-
onstrates a greater disregard of a duty of care (than 
gross negligence) including intentional tortious con-
duct, as such terms are defined and determined 
under applicable State law. 
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345 
(3) SAVINGS
CLAUSE.—Nothing in this sub-
section shall impair or affect any right of the Cor-
poration under other applicable law. 
(g) DAMAGES.—In any proceeding related to any 
claim against a covered financial company’s director, offi-
cer, employee, agent, attorney, accountant, appraiser, or 
any other party employed by or providing services to a 
covered financial company, recoverable damages deter-
mined to result from the improvident or otherwise im-
proper use or investment of any covered financial com-
pany’s assets shall include principal losses and appropriate 
interest. 
(h) BRIDGE FINANCIAL COMPANIES.— 
(1) ORGANIZATION.— 
(A) PURPOSE.—The Corporation, as re-
ceiver of one or more covered financial compa-
nies may organize one or more bridge financial 
companies in accordance with this subsection. 
(B) AUTHORITIES.—Upon the creation of 
a bridge financial company under subparagraph 
(A) with respect to a covered financial com-
pany, such bridge financial company may— 
(i) assume such liabilities (including 
liabilities associated with any trust or cus-
tody business but excluding any liabilities 
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346 
that count as regulatory capital) of such 
covered financial company as the Corpora-
tion may, in its discretion, determine to be 
appropriate; 
(ii) purchase such assets (including 
assets associated with any trust or custody 
business) of such covered financial com-
pany as the Corporation may, in its discre-
tion, determine to be appropriate; and 
(iii) perform any other temporary 
function which the Corporation may, in its 
discretion, prescribe in accordance with 
this section. 
(2) CHARTER AND ESTABLISHMENT.— 
(A) ESTABLISHMENT.—If the Corporation 
is appointed as receiver for a covered financial 
company, the Corporation may grant a Federal 
charter to and approve articles of association 
for one or more bridge financial company or 
companies with respect to such covered finan-
cial company which shall, by operation of law 
and immediately upon issuance of its charter 
and approval of its articles of association, be es-
tablished and operate in accordance with, and 
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347 
subject to, such charter, articles, and this sec-
tion. 
(B) MANAGEMENT.—Upon its establish-
ment, a bridge financial company shall be under 
the management of a board of directors ap-
pointed by the Corporation. 
(C) ARTICLES OF ASSOCIATION.—The arti-
cles of association and organization certificate 
of a bridge financial shall have such terms as 
the Corporation may provide, and shall be exe-
cuted by such representatives as the Corpora-
tion may designate. 
(D) TERMS
OF
CHARTER; RIGHTS
AND 
PRIVILEGES.—Subject to and in accordance 
with the provisions of this subsection, the Cor-
poration shall— 
(i) establish the terms of the charter 
of a bridge financial company and the 
rights, powers, authorities and privileges of 
a bridge financial company granted by the 
charter or as an incident thereto; and 
(ii) provide for, and establish the 
terms and conditions governing, the man-
agement (including, but not limited to, the 
bylaws and the number of directors of the 
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board of directors) and operations of the 
bridge financial company. 
(E) TRANSFER
OF
RIGHTS
AND
PRIVI-
LEGES OF COVERED FINANCIAL COMPANY.— 
(i) IN
GENERAL.—Notwithstanding 
any other provision of Federal law or the 
law of any State, the Corporation may pro-
vide for a bridge financial company to suc-
ceed to and assume any rights, powers, au-
thorities or privileges of the covered finan-
cial company with respect to which the 
bridge financial company was established 
and, upon such determination by the Cor-
poration, the bridge financial company 
shall immediately and by operation of law 
succeed to and assume such rights, powers, 
authorities and privileges. 
(ii) 
EFFECTIVE
WITHOUT
AP-
PROVAL.—Any succession to or assumption 
by a bridge financial company of rights, 
powers, authorities or privileges of a cov-
ered financial company under clause (i) or 
otherwise shall be effective without any 
further approval under Federal or State 
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law, assignment, or consent with respect 
thereto. 
(F) CORPORATE GOVERNANCE AND ELEC-
TION AND DESIGNATION OF BODY OF LAW.—To 
the extent permitted by the Corporation and 
consistent with this section and any rules, regu-
lations or directives issued by the Corporation 
under this section, a bridge financial company 
may elect to follow the corporate governance 
practices and procedures as are applicable to a 
corporation incorporated under the general cor-
poration law of the State of Delaware, or the 
State of incorporation or organization of the 
covered financial company with respect to which 
the bridge financial company was established, 
as such law may be amended from time to time. 
(G) CAPITAL.— 
(i) CAPITAL
NOT
REQUIRED.—Not-
withstanding any other provision of Fed-
eral or State law, a bridge financial com-
pany may, if permitted by the Corporation, 
operate without any capital or surplus, or 
with such capital or surplus as the Cor-
poration may in its discretion determine to 
be appropriate. 
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(ii) NO CONTRIBUTION BY THE COR-
PORATION REQUIRED.—The Corporation is 
not required to pay capital into a bridge fi-
nancial company or to issue any capital 
stock on behalf of a bridge financial com-
pany established under this subsection. 
(iii) AUTHORITY.—If the Corporation 
determines that such action is advisable, 
the Corporation may cause capital stock or 
other securities of a bridge financial com-
pany established with respect to a covered 
financial company to be issued and offered 
for sale in such amounts and on such 
terms and conditions as the Corporation 
may, in its discretion, determine. 
(3) INTERESTS IN AND ASSETS AND OBLIGA-
TIONS OF COVERED FINANCIAL COMPANY.—Notwith-
standing paragraphs (1) or (2) or any other provi-
sion of law— 
(A) a bridge financial company shall as-
sume, acquire, or succeed to the assets or liabil-
ities of a covered financial company (including 
the assets or liabilities associated with any trust 
or custody business) only to the extent that 
such assets or liabilities are transferred by the 
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351 
Corporation to the bridge financial company in 
accordance with, and subject to the restrictions 
set forth in, paragraph (1)(B); and 
(B) a bridge financial company shall not 
assume, acquire, or succeed to any obligation 
that a covered financial company for which a 
receiver has been appointed may have to any 
shareholder, member, general partner, limited 
partner, or other person with an interest in the 
equity of the covered financial company that 
arises as a result of the status of that person 
having an equity claim in the covered financial 
company. 
(4) BRIDGE FINANCIAL COMPANY TREATED AS 
BEING
IN
DEFAULT
FOR
CERTAIN
PURPOSES.—A 
bridge financial company shall be treated as a cov-
ered financial company in default at such times and 
for such purposes as the Corporation may, in its dis-
cretion, determine. 
(5) TRANSFER OF ASSETS AND LIABILITIES.— 
(A) TRANSFER
OF
ASSETS
AND
LIABIL-
ITIES.—The Corporation, as receiver, may 
transfer any assets and liabilities of a covered 
financial company (including any assets or li-
abilities associated with any trust or custody 
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business) to one or more bridge financial com-
panies in accordance with and subject to the re-
strictions of paragraph (1)(B). 
(B) SUBSEQUENT
TRANSFERS.—At any 
time after the establishment of a bridge finan-
cial company with respect to a covered financial 
company, the Corporation, as receiver, may 
transfer any assets and liabilities of such cov-
ered financial company as the Corporation may, 
in its discretion, determine to be appropriate in 
accordance with and subject to the restrictions 
of paragraph (1)(B). 
(C) TREATMENT OF TRUST OR CUSTODY 
BUSINESS.—For purposes of this paragraph, 
the trust or custody business, including fidu-
ciary appointments, held by any covered finan-
cial company is included among its assets and 
liabilities. 
(D) EFFECTIVE
WITHOUT
APPROVAL.— 
The transfer of any assets or liabilities, includ-
ing those associated with any trust or custody 
business of a covered financial company to a 
bridge financial company shall be effective with-
out any further approval under Federal or 
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State law, assignment, or consent with respect 
thereto. 
(E) EQUITABLE
TREATMENT
OF
SIMI-
LARLY
SITUATED
CREDITORS.—The Corpora-
tion shall treat all creditors of a covered finan-
cial company that are similarly situated under 
subsection (b)(1) in a similar manner in exer-
cising the authority of the Corporation under 
this subsection to transfer any assets or liabil-
ities of the covered financial company to one or 
more bridge financial companies established 
with respect to such covered financial company, 
except that the Corporation may take actions 
(including making payments) that do not com-
ply with this subparagraph, if— 
(i) the Corporation determines that 
such actions are necessary to maximize the 
value of the assets of the covered financial 
company, to maximize the present value 
return from the sale or other disposition of 
the assets of the covered financial com-
pany, to minimize the amount of any loss 
realized upon the sale or other disposition 
of the assets of the covered financial com-
pany, or to contain or address serious ad-
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354 
verse effects to financial stability or the 
U.S. economy; and 
(ii) all creditors that are similarly sit-
uated under subsection (b)(1) receive not 
less than the amount provided in sub-
section (d)(2). 
(F) LIMITATION ON TRANSFER OF LIABIL-
ITIES.—Notwithstanding any other provision of 
law, the aggregate amount of liabilities of a cov-
ered financial company that are transferred to, 
or assumed by, a bridge financial company from 
a covered financial company may not exceed the 
aggregate amount of the assets of the covered 
financial company that are transferred to, or 
purchased by, the bridge financial company 
from the covered financial company. 
(6) STAY OF JUDICIAL ACTION.—Any judicial 
action to which a bridge financial company becomes 
a party by virtue of its acquisition of any assets or 
assumption of any liabilities of a covered financial 
company shall be stayed from further proceedings 
for a period of up to 45 days (or such longer period 
as may be agreed to upon the consent of all parties) 
at the request of the bridge financial company. 
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(7) AGREEMENTS AGAINST INTEREST OF THE 
BRIDGE FINANCIAL COMPANY.—No agreement that 
tends to diminish or defeat the interest of the bridge 
financial company in any asset of a covered financial 
company acquired by the bridge financial company 
shall be valid against the bridge financial company 
unless such agreement is in writing and executed by 
an authorized officer or representative of the covered 
financial company. 
(8) NO FEDERAL STATUS.— 
(A) AGENCY STATUS.—A bridge financial 
company is not an agency, establishment, or in-
strumentality of the United States. 
(B) EMPLOYEE STATUS.—Representatives 
for purposes of paragraph (1)(B), directors, of-
ficers, employees, or agents of a bridge financial 
company are not, solely by virtue of service in 
any such capacity, officers or employees of the 
United States. Any employee of the Corporation 
or of any Federal instrumentality who serves at 
the request of the Corporation as a representa-
tive for purposes of paragraph (1)(B), director, 
officer, employee, or agent of a bridge financial 
company shall not— 
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(i) solely by virtue of service in any 
such capacity lose any existing status as 
an officer or employee of the United States 
for purposes of title 5, United States Code, 
or any other provision of law; or 
(ii) receive any salary or benefits for 
service in any such capacity with respect to 
a bridge financial company in addition to 
such salary or benefits as are obtained 
through employment with the Corporation 
or such Federal instrumentality. 
(9) EXEMPT
TAX
STATUS.—Notwithstanding 
any other provision of Federal or State law, a bridge 
financial company, its franchise, property, and in-
come shall be exempt from all taxation now or here-
after imposed by the United States, by any territory, 
dependency, or possession thereof, or by any State, 
county, municipality, or local taxing authority. 
(10) FEDERAL AGENCY APPROVAL; ANTITRUST 
REVIEW.— 
(A) IN GENERAL.—If a transaction involv-
ing the merger or sale of a bridge financial 
company requires approval by a Federal agency, 
the transaction may not be consummated before 
the 5th calendar day after the date of approval 
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357 
by the Federal agency responsible for such ap-
proval with respect thereto. If, in connection 
with any such approval a report on competitive 
factors from the Attorney General is required, 
the Federal agency responsible for such ap-
proval shall promptly notify the Attorney Gen-
eral of the proposed transaction and the Attor-
ney General shall provide the required report 
within 10 days of the request. If a filing is re-
quired under the Hart-Scott-Rodino Antitrust 
Improvements Act of 1976 with the Depart-
ment of Justice or the Federal Trade Commis-
sion, the waiting period shall expire not later 
than the 30th day following such filing notwith-
standing any other provision of Federal law or 
any attempt by any Federal agency to extend 
such waiting period, and no further request for 
information by any Federal agency shall be per-
mitted. 
(B) EMERGENCY.—If the Secretary, in 
consultation with the Chairman of the Federal 
Reserve Board, has found that the Corporation 
must act immediately to prevent the probable 
failure of the covered financial company in-
volved, the approvals and filings referred to in 
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358 
subparagraph (A) shall not be required and the 
transaction may be consummated immediately 
by the Corporation. 
(11) DURATION
OF
BRIDGE
FINANCIAL
COM-
PANY.—Subject to paragraphs (12), (13), and (14), 
the status of a bridge financial company as such 
shall terminate at the end of the 2-year period fol-
lowing the date it was granted a charter. The Cor-
poration may, in its discretion, extend the status of 
the bridge financial company as such for 3 addi-
tional 1-year periods. 
(12) TERMINATION OF BRIDGE FINANCIAL COM-
PANY STATUS.—The status of any bridge financial 
company as such shall terminate upon the earliest 
of— 
(A) the merger or consolidation of the 
bridge financial company with a company that 
is not a bridge financial company; 
(B) at the election of the Corporation, the 
sale of a majority of the capital stock of the 
bridge financial company to a company other 
than the Corporation and other than another 
bridge financial company; 
(C) the sale of 80 percent, or more, of the 
capital stock of the bridge financial company to 
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a person other than the Corporation and other 
than another bridge financial company; 
(D) at the election of the Corporation, ei-
ther the assumption of all or substantially all of 
the liabilities of the bridge financial company by 
a company that is not a bridge financial com-
pany, or the acquisition of all or substantially 
all of the assets of the bridge financial company 
by a company that is not a bridge financial 
company, or other entity as permitted under 
applicable law; and 
(E) the expiration of the period provided in 
paragraph (11), or the earlier dissolution of the 
bridge financial company as provided in para-
graph (14). 
(13) EFFECT OF TERMINATION EVENTS.— 
(A) 
MERGER
OR
CONSOLIDATION.—A 
merger or consolidation as provided in para-
graph (12)(A) shall be conducted in accordance 
with, and shall have the effect provided in, the 
provisions of applicable law. For the purpose of 
effecting such a merger or consolidation, the 
bridge financial company shall be treated as a 
corporation organized under the laws of the 
State of Delaware (unless the law of another 
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360 
State has been selected by the bridge financial 
company in accordance with paragraph (2)(F)), 
and the Corporation shall be treated as the sole 
shareholder thereof, notwithstanding any other 
provision of State or Federal law. 
(B) CHARTER
CONVERSION.—Following 
the sale of a majority of the capital stock of the 
bridge financial company as provided in para-
graph (12)(B), the Corporation may amend the 
charter of the bridge financial company to re-
flect the termination of the status of the bridge 
financial company as such, whereupon the com-
pany shall have all of the rights, powers, and 
privileges under its constituent documents and 
applicable State or Federal law. In connection 
therewith, the Corporation may take such steps 
as may be necessary or convenient to reincor-
porate the bridge financial company under the 
laws of a State and, notwithstanding any provi-
sions of State or Federal law, such State-char-
tered corporation shall be deemed to succeed by 
operation of law to such rights, titles, powers 
and interests of the bridge financial company as 
the Corporation may provide, with the same ef-
fect as if the bridge financial company had 
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361 
merged with the State-chartered corporation 
under provisions of the corporate laws of such 
State. 
(C) SALE OF STOCK.—Following the sale 
of 80 percent or more of the capital stock of a 
bridge financial company as provided in para-
graph (12)(C), the company shall have all of 
the rights, powers, and privileges under its con-
stituent documents and applicable State or Fed-
eral law. In connection therewith, the Corpora-
tion may take such steps as may be necessary 
or convenient to reincorporate the bridge finan-
cial company under the laws of a State and, 
notwithstanding any provisions of State or Fed-
eral law, the State-chartered corporation shall 
be deemed to succeed by operation of law to 
such rights, titles, powers and interests of the 
bridge financial company as the Corporation 
may provide, with the same effect as if the 
bridge financial company had merged with the 
State-chartered corporation under provisions of 
the corporate laws of such State. 
(D) ASSUMPTION
OF
LIABILITIES
AND 
SALE OF ASSETS.—Following the assumption of 
all or substantially all of the liabilities of the 
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bridge financial company, or the sale of all or 
substantially all of the assets of the bridge fi-
nancial company, as provided in paragraph 
(12)(D), at the election of the Corporation the 
bridge financial company may retain its status 
as such for the period provided in paragraph 
(11) or may be dissolved at the election of the 
Corporation. 
(E) AMENDMENTS
TO
CHARTER.—Fol-
lowing the consummation of a transaction de-
scribed in subparagraph (A), (B), (C), or (D) 
of paragraph (12), the charter of the resulting 
company shall be amended to reflect the termi-
nation of bridge financial company status, if ap-
propriate. 
(14) DISSOLUTION OF BRIDGE FINANCIAL COM-
PANY.— 
(A) IN
GENERAL.—Notwithstanding any 
other provision of State or Federal law, if a 
bridge financial company’s status as such has 
not previously been terminated by the occur-
rence of an event specified in subparagraph (A), 
(B), (C), or (D) of paragraph (12)— 
(i) the Corporation may, in its discre-
tion, dissolve the bridge financial company 
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in accordance with this paragraph at any 
time; and 
(ii) the Corporation shall promptly 
commence dissolution proceedings in ac-
cordance with this paragraph upon the ex-
piration of the 2-year period following the 
date the bridge financial company was 
chartered, or any extension thereof, as pro-
vided in paragraph (11). 
(B) PROCEDURES.—The Corporation shall 
remain the receiver of a bridge financial com-
pany for the purpose of dissolving the bridge fi-
nancial company. The Corporation as such re-
ceiver shall wind up the affairs of the bridge fi-
nancial company in conformity with the provi-
sions of law relating to the liquidation of cov-
ered financial companies. With respect to any 
such bridge financial company, the Corporation 
as receiver shall have all the rights, powers, and 
privileges and shall perform the duties related 
to the exercise of such rights, powers, or privi-
leges granted by law to a receiver of a covered 
financial company and, notwithstanding any 
other provision of law, in the exercise of such 
rights, powers, and privileges the Corporation 
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365 
the obtaining of credit or the issuance of 
debt by a bridge financial company that is 
secured by a senior or equal lien on prop-
erty of the bridge financial company that 
is subject to a lien only if— 
(I) the bridge financial company 
is unable to otherwise obtain such 
credit or issue such debt; and 
(II) there is adequate protection 
of the interest of the holder of the lien 
on the property with respect to which 
such senior or equal lien is proposed 
to be granted. 
(D) BURDEN OF PROOF.—In any hearing 
under this subsection, the Corporation has the 
burden of proof on the issue of adequate protec-
tion. 
(16) EFFECT ON DEBTS AND LIENS.—The re-
versal or modification on appeal of an authorization 
under this subsection to obtain credit or issue debt, 
or of a grant under this section of a priority or a 
lien, does not affect the validity of any debt so 
issued, or any priority or lien so granted, to an enti-
ty that extended such credit in good faith, whether 
or not such entity knew of the pendency of the ap-
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366 
peal, unless such authorization and the issuance of 
such debt, or the granting of such priority or lien, 
were stayed pending appeal. 
(i) SHARING RECORDS.—Whenever the Corporation 
has been appointed as receiver or qualified receiver for a 
covered financial company, the Federal Reserve Board and 
the company’s primary Federal regulatory agency, if any, 
shall each make all records relating to the company avail-
able to the receiver or qualified receiver which may be used 
by the receiver or qualified receiver in any manner the re-
ceiver or qualified receiver determines to be appropriate. 
(j) 
EXPEDITED
PROCEDURES
FOR
CERTAIN 
CLAIMS.— 
(1) TIME FOR FILING NOTICE OF APPEAL.— 
The notice of appeal of any order, whether interlocu-
tory or final, entered in any case brought by the 
Corporation against a covered financial company’s 
director, officer, employee, agent, attorney, account-
ant, or appraiser or any other person employed by 
or providing services to a covered financial company 
shall be filed not later than 30 days after the date 
of entry of the order. The hearing of the appeal shall 
be held not later than 120 days after the date of the 
notice of appeal. The appeal shall be decided not 
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367 
later than 180 days after the date of the notice of 
appeal. 
(2) SCHEDULING.—A court of the United 
States shall expedite the consideration of any case 
brought by the Corporation against a covered finan-
cial company’s director, officer, employee, agent, at-
torney, accountant, or appraiser or any other person 
employed by or providing services to a covered finan-
cial company. As far as practicable, the court shall 
give such case priority on its docket. 
(3) JUDICIAL
DISCRETION.—The court may 
modify the schedule and limitations stated in para-
graphs (1) and (2) in a particular case, based on a 
specific finding that the ends of justice that would 
be served by making such a modification would out-
weigh the best interest of the public in having the 
case resolved expeditiously. 
(k) FOREIGN INVESTIGATIONS.—The Corporation, as 
receiver or qualified receiver of any covered financial com-
pany and for purposes of carrying out any power, author-
ity, or duty with respect to a covered financial company— 
(1) may request the assistance of any foreign fi-
nancial authority and provide assistance to any for-
eign financial authority in accordance with section 
8(v) of the Federal Deposit Insurance Act as if the 
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368 
covered financial company were an insured deposi-
tory institution, the Corporation were the appro-
priate Federal banking agency for the company and 
any foreign financial authority were the foreign 
banking authority; and 
(2) may maintain an office to coordinate for-
eign investigations or investigations on behalf of for-
eign financial authorities. 
(l) PROHIBITION ON ENTERING SECRECY AGREE-
MENTS
AND PROTECTIVE ORDERS.—The Corporation 
may not enter into any agreement or approve any protec-
tive order which prohibits the Corporation from disclosing 
the terms of any settlement of an administrative or other 
action for damages or restitution brought by the Corpora-
tion in its capacity as receiver or qualified receiver for a 
covered financial company. 
(m) LIQUIDATION OF CERTAIN COVERED FINANCIAL 
COMPANIES OR BRIDGE FINANCIAL COMPANIES.—Not-
withstanding any other provision of law (other than a con-
flicting provision of this section), the Corporation, in con-
nection with the liquidation of any covered financial com-
pany or bridge financial company with respect to which 
the Corporation has been appointed as receiver, shall— 
(1) in the case of any covered financial com-
pany or bridge financial company that is or has a 
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369 
subsidiary that is a stockbroker (as that term is de-
fined in section 101 of title 11 of the United States 
Code) but is not a member of the Securities Investor 
Protection Corporation, apply the provisions of sub-
chapter III of chapter 7 of title 11 of the United 
States Code in respect of the distribution to any 
‘‘customer’’ of all ‘‘customer name securities’’ and 
‘‘customer property’’ (as such terms are defined in 
section 741 of such title 11) as if such covered fi-
nancial company or bridge financial company were a 
debtor for purposes of such subchapter; or 
(2) in the case of any covered financial com-
pany or bridge financial company that is a com-
modity broker (as that term is defined in section 
101 of title 11 of the United States Code), apply the 
provisions of subchapter IV of chapter 7 of title 11 
of the United States Code in respect of the distribu-
tion to any ‘‘customer’’ of all ‘‘customer property’’ 
(as such terms are defined in section 761 of such 
title 11) as if such covered financial company or 
bridge financial company were a debtor for purposes 
of such subchapter. 
(n) SYSTEMIC RESOLUTION FUND.— 
(1) ESTABLISHMENT.—There is established in 
the Treasury a separate fund called the Systemic 
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Resolution Fund, which shall be available without 
further appropriation for the cost of actions author-
ized by this title upon a determination made under 
section 1603(b) to the Corporation to carry out the 
authorities contained in this title, including the pay-
ment of administrative expenses, the Corporation’s 
payment of principal and interest on obligations 
issued under paragraph (3), and the exercise of au-
thorities under section 1604. 
(2) PROCEEDS.—Amounts received by the Cor-
poration (including amounts borrowed under para-
graph (3) and assessments received under subsection 
(o), but excluding amounts received by any covered 
financial company when the Corporation is acting in 
its capacity as receiver or qualified receiver for such 
company, and excluding amounts credited to the ap-
propriate financing account as a means of financing 
credit activity, as applicable) shall be deposited into 
the Fund, subject to apportionment. 
(3) CAPITALIZATION OF FUND.— 
(A) CORPORATION AUTHORIZED TO ISSUE 
OBLIGATIONS.—In order to capitalize the Fund 
upon the Secretary making the determination 
provided for in section 1603(b), the Corporation 
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371 
is authorized to issue obligations to the Sec-
retary. 
(B) SECRETARY
AUTHORIZED
TO
PUR-
CHASE OBLIGATIONS.—The Secretary may, in 
the Secretary’s discretion and under such terms 
and conditions that the Secretary may require, 
purchase or agree to purchase any obligations 
issued under subparagraph (A), and for such 
purpose the Secretary is authorized to use as a 
public debt transaction the proceeds of the sale 
of any securities hereafter issued under chapter 
31 of title 31, United States Code, and the pur-
poses for which securities may be issued under 
chapter 31 of title 31, United States Code, are 
extended to include such purchases. 
(C) INTEREST
RATE.—Each purchase of 
obligations by the Secretary under this para-
graph shall be upon such terms and conditions 
as to yield a return at a rate not less than a 
rate determined by the Secretary, taking into 
consideration the current average yield on out-
standing marketable obligations of the United 
States of comparable maturity. 
(D) SECRETARY AUTHORIZED TO SELL OB-
LIGATIONS.—The Secretary may sell, upon such 
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372 
terms and conditions and at such price or 
prices as the Secretary shall determine, any of 
the obligations acquired under this paragraph. 
(E) PUBLIC
DEBT
TRANSACTIONS.—All 
purchases and sales by the Secretary of such 
obligations under this paragraph shall be treat-
ed 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 covered into the Treasury as 
miscellaneous receipts. 
(o) RECOVERY OF EXPENDED FUNDS FROM FINAN-
CIAL COMPANIES.— 
(1) RISK-BASED ASSESSMENTS.—The Corpora-
tion shall recover the amount of funds expended out 
of the Fund under subsection (n) and which have 
not otherwise been recouped. Steps to recover such 
amounts shall include one or more risk-based assess-
ments on financial companies in such amount and 
manner, and subject to such terms and conditions 
that the Corporation determines, with the concur-
rence of the Secretary and the Federal Reserve 
Board, are necessary to pay in full the obligations 
issued by Corporation to the Secretary, within 60 
months from the date of the Secretary’s determina-
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373 
tion under section 1603(b). The Corporation may, 
with the approval of the Secretary and the Federal 
Reserve Board, extend this time period if the Cor-
poration determines that an extension is necessary 
to avoid having a serious adverse effect on the finan-
cial system or economic conditions in the United 
States. 
(2) ASSESSMENT THRESHOLD AND GRADUATED 
ASSESSMENT RATE.—The Corporation shall not as-
sess any financial company whose total assets on a 
consolidated basis are less than $10 billion. The 
Corporation shall assess any financial company with 
$10 billion or more in total consolidated assets on a 
graduated basis that assesses financial companies 
with greater assets at a higher rate. 
(3) 
RISK-BASED
ASSESSMENT
CONSIDER-
ATIONS.—In imposing assessments under para-
graphs (1) and (2), the Corporation shall— 
(A) take into account economic conditions 
generally affecting financial companies so as to 
allow assessments to be lower during less favor-
able economic conditions; 
(B) take into account any assessments im-
posed on a subsidiary of a financial company 
that is— 
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374 
(i) an insured depository institution 
pursuant 
to 
section 
or 
section 
13(c)(4)(G) of the Federal Deposit Insur-
ance 
Act 
(12 
U.S.C. 
§1817 
and 
1823(c)(4)(G)); 
(ii) a member of the Securities Inves-
tor Protection Corporation pursuant to 
section 4 of the Securities Investor Protec-
tion Act of 1970 (15 U.S.C. 78ddd); or 
(iii) an insurance company pursuant 
to applicable State law to cover (or reim-
burse payments made to cover) the costs of 
rehabilitation, liquidation, or other State 
insolvency proceeding with respect to one 
or more insurance companies; 
(C) take into account the risks presented 
by the financial company to financial stability 
or the U.S. economy and the extent to which 
the financial company has, benefitted, or likely 
would benefit, from the resolution of a financial 
company under this Act; 
(D) take into account such other factors as 
the Corporation deems appropriate; 
(E) distinguish among different classes of 
assets or different types of financial companies 
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375 
in order to establish comparable assessment 
bases among financial companies subject to this 
subsection; and 
(F) establish the parameters for the grad-
uated assessment regime described in para-
graph (2). 
(4) COLLECTION OF INFORMATION.—The Cor-
poration may impose on financial companies such 
collection of information requirements that the Cor-
poration deems necessary to carry out this sub-
section after a determination under section 1603(b). 
(5) RULEMAKING.—The Corporation shall, in 
consultation with the Secretary and the Federal Re-
serve Board, prescribe regulations to carry out this 
subsection. 
(p) NO FEDERAL STATUS.— 
(1) AGENCY STATUS.—A covered financial com-
pany (or any covered subsidiary thereof) that is 
placed into receivership or qualified receivership is 
not a department, agency, or instrumentality of the 
United States for purposes of statutes that confer 
powers on or impose obligations on government enti-
ties. 
(2) EMPLOYEE STATUS.—Interim directors, di-
rectors, officers, employees, or agents of a covered 
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376 
financial company that is placed into receivership or 
qualified receivership are not, solely by virtue of 
service in any such capacity, officers or employees of 
the United States. Any employee of the Corporation, 
acting as receiver or qualified receiver, or of any 
Federal agency who serves at the request of the re-
ceiver or qualified receiver as an interim director, di-
rector, officer, employee, or agent of a covered finan-
cial company that is placed into receivership or 
qualified receivership shall not— 
(A) solely by virtue of service in any such 
capacity lose any existing status as an officer or 
employee of the United States for purposes of 
title 5, United States Code, or any other provi-
sion of law, or 
(B) receive any salary or benefits for serv-
ice in any such capacity with respect to a cov-
ered financial company that is placed into re-
ceivership or qualified receivership in addition 
to such salary or benefits as are obtained 
through employment with the Corporation or 
other Federal agency. 
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377 
SEC. 1610. CLARIFICATION OF PROHIBITION REGARDING 
CONCEALMENT OF ASSETS FROM QUALIFIED 
RECEIVER, 
RECEIVER, 
OR 
LIQUIDATING 
AGENT. 
(a) IN GENERAL.—Section 1032 of title 18, United 
States Code, is amended in paragraph (1) by deleting ‘‘or’’ 
before ‘‘the National Credit Union Administration 
Board,’’ and by inserting immediately thereafter ‘‘or the 
Corporation, as defined in section 1602 of the Resolution 
Authority for Large, Interconnected Financial Companies 
Act of 2009,’’. 
(b) CONFORMING CHANGE.—The heading of section 
1032 of title 18, United States Code, is amended by strik-
ing ‘‘of financial institution’’. 
SEC. 1611. MISCELLANEOUS PROVISIONS. 
(a) BANKRUPTCY
CODE
AMENDMENTS.—Section 
109(b)(2) of title 11 of the United States Code is amended 
by inserting ‘‘covered financial company (as that term is 
defined in section 1602(5) of the Resolution Authority for 
Large, Interconnected Financial Companies Act of 
2009),’’ after ‘‘a domestic insurance company,’’. 
(b) FEDERAL DEPOSIT INSURANCE ACT AND FED-
ERAL DEPOSIT INSURANCE CORPORATION IMPROVEMENT 
ACT OF 1991.— 
(1) Section 18(c)(4)(G)(i) of the Federal De-
posit Insurance Act (12 U.S.C. 1823(c)(4)(G)(i)) is 
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378 
amended by inserting at the end the following new 
sentence: ‘‘The determination with regard to the 
Corporation’s exercise of authority under this sub-
paragraph shall apply to only an insured depository 
institution except when severe financial conditions 
exist which threaten the stability of a significant 
number of insured depository institutions.’’. 
(2) Section 403(a) of the Federal Deposit In-
surance Corporation Improvement Act of 1991 (12 
U.S.C. 4403(a)) is amended by inserting ‘‘section 
1609(c) of the Resolution Authority for Large, 
Interconnected Financial Companies Act of 2009, 
section 1367 of the Federal Housing Enterprises Fi-
nancial Safety and Soundness Act of 1992 (12 
U.S.C. 4617(d)),’’ after ‘‘section 11(e) of the Fed-
eral Deposit Insurance Act,’’. 
Subtitle 
H—Additional 
Improve-
ments for Financial Crisis Man-
agement 
SEC. 1701. ADDITIONAL IMPROVEMENTS FOR FINANCIAL 
CRISIS MANAGEMENT. 
Section 13 of the Federal Reserve Act is amended 
in the 3rd undesignated paragraph (12 U.S.C. 343) to 
read as follows: 
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379 
‘‘In unusual and exigent circumstances, the Board of 
Governors of the Federal Reserve System, by the affirma-
tive vote of not less than five members and with the writ-
ten concurrence of the Secretary of the Treasury, may au-
thorize any Federal reserve bank, during such periods as 
the said board may determine, at rates established in ac-
cordance with the provisions of section 14, subdivision (d) 
of this Act (12 U.S.C. 357), to discount for an individual, 
partnership, or corporation, notes, drafts, and bills of ex-
change when such notes, drafts, and bills of exchange are 
indorsed or otherwise secured to the satisfaction of the 
Federal reserve bank: Provided, That the Board of Gov-
ernors of the Federal Reserve System may authorize a 
Federal reserve bank to discount notes, drafts, or bills of 
exchange under this section only as part of a broadly avail-
able credit or other facility and may not authorize a Fed-
eral Reserve bank to discount notes, drafts, or bills of ex-
change for only a single and specific individual, partner-
ship, or corporation: And provided further that before dis-
counting any such note, draft, or bill of exchange for an 
individual, a partnership or corporation the Federal re-
serve bank shall obtain evidence that such individual, part-
nership, or corporation is unable to secure adequate credit 
accommodations from other banking institutions. All dis-
counts under this paragraph for individuals, partnerships, 
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380 
or corporations shall be subject to such limitations, restric-
tions, and regulations as the Board of Governors of the 
Federal Reserve System may prescribe.’’. 
Æ 
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