of the enactment of this Act, the Secretary of the Treasury 
shall modify the Senior Preferred Stock Purchase Agree-
ment for each enterprise to provide as follows: 
(1) DEEMED REPAYMENT IN FULL.—Effective 
on the date of the date of the enactment of this Act, 
the liquidation preference on the Variable Liquida-
tion Preference Senior Preferred Stocks of each en-
terprise is reduced to zero. 
(2) REDEMPTION
OF
VARIABLE
LIQUIDATION 
PREFERENCE SENIOR PREFERRED STOCK.—Pursu-
ant to paragraph (1), the Variable Liquidation Pref-
erence Senior Preferred Stock of each enterprise 
shall be redeemed upon the date of the modification 
of the Senior Preferred Stock Purchase Agreement 
required under this subsection and, upon and after 
such redemption— 
(A) shares of such Variable Liquidation 
Preference Senior Preferred Stock of each en-
terprise shall no longer be deemed to be out-
standing and all rights of the holders thereof, 
as such holders, shall cease; 
(B) shares of redeemed Variable Liquida-
tion Preference Senior Preferred Stock of each 
enterprise shall no longer have the status of au-
thorized, issued, or outstanding shares; 
VerDate Sep 11 2014 
20:31 Apr 15, 2016
Jkt 059200
PO 00000
Frm 00002
Fmt 6652
Sfmt 6201
E:\BILLS\H4913.IH
H4913
sradovich on DSK3TPTVN1PROD with BILLS
(C) the Senior Preferred Stock Purchase 
Agreement for each enterprise shall be termi-
nated, except that sections 2.1 and 2.2 of such 
Agreement, as modified by the Second Amend-
ment to the Senior Preferred Stock Purchase 
Agreement for the enterprise (dated December 
24, 2009), shall remain in force and effect; and 
(D) the Department of the Treasury shall 
retain any dividend payments made by an en-
terprise to the Department of the Treasury be-
fore the date of the enactment of this Act. 
(b) NO RESUMPTION
OF PERIODIC COMMITMENT 
FEE.—The Department of the Treasury shall not require 
the enterprises to pay a periodic commitment fee, as de-
scribed in section 3.2 of the Senior Preferred Stock Pur-
chase Agreements. 
(c) 
EXERCISE
OF
WARRANTS
FOR
COMMON 
STOCK.—Notwithstanding subsection (a)(2)(C) of this 
section, upon the enactment of this Act, the Department 
of the Treasury shall exercise the warrants for the pur-
chase of common stock of the enterprises provided to the 
Department under the Senior Preferred Stock Purchase 
Agreements. 
VerDate Sep 11 2014 
20:31 Apr 15, 2016
Jkt 059200
PO 00000
Frm 00003
Fmt 6652
Sfmt 6201
E:\BILLS\H4913.IH
H4913
sradovich on DSK3TPTVN1PROD with BILLS
SEC. 3. REBUILDING OF ENTERPRISE RETAINED CAPITAL. 
(a) APPLICABILITY.—Notwithstanding any other pro-
vision of law or any provision of the Senior Preferred 
Stock Purchase Agreement for an enterprise, the provi-
sions of this section shall apply to each enterprise, includ-
ing during the term of any conservatorship of an enter-
prise pursuant to section 1367 of the Federal Housing 
Enterprises Financial Safety and Soundness Act of 1992 
(12 U.S.C. 4617). 
(b) USE OF NET INCOME FOR CAPITAL RESERVES.— 
At any time that an enterprise is not fully capitalized (as 
such term is defined in subsection (c)(3))— 
(1) section 1337 of the Federal Housing Enter-
prises Financial Safety and Soundness Act of 1992 
(42 U.S.C. 4567) shall not apply to the enterprise; 
and 
(2) the Director shall require that, in each fis-
cal year, the net income of each enterprise, as deter-
mined by the Director, for such fiscal year shall be 
retained and maintained by the enterprise as re-
tained capital reserves. 
(c) FULL CAPITALIZATION.— 
(1) ALLOCATION
TO
HOUSING
TRUST
FUND 
AND CAPITAL MAGNET FUND.—At any time that an 
enterprise is fully capitalized, as determined by the 
Director, subsection (b) shall not apply to the enter-
VerDate Sep 11 2014 
20:31 Apr 15, 2016
Jkt 059200
PO 00000
Frm 00004
Fmt 6652
Sfmt 6201
E:\BILLS\H4913.IH
H4913
sradovich on DSK3TPTVN1PROD with BILLS
prise and section 1337 of the Federal Housing En-
terprises Financial Safety and Soundness Act of 
1992 shall apply to the enterprise. 
(2) DIVIDENDS.—An enterprise may not, unless 
the enterprise is fully capitalized, declare or pay any 
dividend (whether common or preferred) with re-
spect to any equity interests of the enterprise. 
(3) DEFINITION.—For purposes of this sub-
section, the term ‘‘fully capitalized’’ means, with re-
spect to an enterprise, that the enterprise maintains 
an amount of total capital, as such term is defined 
in section 1303 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 
U.S.C. 4502), that is equal to or exceeds 10 percent 
of the risk-weighted assets of the enterprise. 
(d) CAPITAL RESTORATION PLAN.— 
(1) REQUIREMENT.—Not later than the expira-
tion of the 45-day period beginning on the date of 
the enactment of this Act, the Director shall prepare 
and submit to the Committee on Financial Services 
of the House of Representatives and the Committee 
on Banking, Housing, and Urban Affairs of the Sen-
ate a capital restoration plan for each enterprise 
that complies with section 1369C(a) of the Federal 
VerDate Sep 11 2014 
20:31 Apr 15, 2016
Jkt 059200
PO 00000
Frm 00005
Fmt 6652
Sfmt 6201
E:\BILLS\H4913.IH
H4913
sradovich on DSK3TPTVN1PROD with BILLS
Housing Enterprises Financial Safety and Sound-
ness Act of 1992 (12 U.S.C. 4622(a)). 
(2) ANNUAL UPDATES.—After submission of a 
capital restoration plan for an enterprise pursuant 
to paragraph (1), during any period that an enter-
prise remains not fully capitalized (as such term is 
defined in subsection (c)(3)), the Director shall up-
date the plan for such enterprise on an annual basis 
and submit such updated plan to the Committees re-
ferred to in paragraph (1), together with a report 
describing any progress made toward restoring the 
capital of the enterprise during the preceding 1-year 
period. 
(3) PUBLIC AVAILABILITY.—The Director shall 
make publicly available each capital restoration plan 
prepared pursuant to paragraph (1) and each up-
dated plan prepared pursuant to paragraph (2). 
(e) TERMINATION OF CONSERVATORSHIPS.—The Di-
rector shall terminate the conservatorship of an enterprise 
under section 1367 of the Federal Housing Enterprises 
Financial Safety and Soundness Act of 1992 (12 U.S.C. 
4617) at such time that the enterprise attains, as deter-
mined by the Director, an amount of capital that is equal 
to or exceeds 5 percent of the risk-weighted assets of the 
enterprise. 
VerDate Sep 11 2014 
20:31 Apr 15, 2016
Jkt 059200
PO 00000
Frm 00006
Fmt 6652
Sfmt 6201
E:\BILLS\H4913.IH
H4913
sradovich on DSK3TPTVN1PROD with BILLS
(f) REGULATIONS.—Not later than the expiration of 
the 180-day period beginning on the date of the enactment 
of this Act, the Director shall issue regulations necessary 
to carry out this section and the amendments made by 
this section. 
SEC. 4. PRIVATE RIGHT OF ACTION. 
(a) IN GENERAL.—Any individual or entity adversely 
affected or aggrieved by action or inaction on the part of 
the Director or the Secretary of the Treasury in violation 
of this Act or title XIII of the Federal Housing Enter-
prises Financial Safety and Soundness Act of 1992 (12 
U.S.C. 4501 et seq.) may commence a civil action for pro-
spective injunctive relief against the Director or the Sec-
retary, as appropriate. 
(b) EQUITABLE RELIEF.—In any action under this 
section, the court may award appropriate equitable relief, 
including temporary, preliminary, or permanent injunctive 
relief. 
(c) COSTS.—In any action under this section, the 
court shall award the costs of litigation, including reason-
able attorney and expert witness fees, to any prevailing 
or substantially prevailing plaintiff. 
(d) JURISDICTION.—The district courts of the United 
States shall have jurisdiction over proceedings commenced 
pursuant to this section and shall exercise the same with-
VerDate Sep 11 2014 
20:31 Apr 15, 2016
Jkt 059200
PO 00000
Frm 00007
Fmt 6652
Sfmt 6201
E:\BILLS\H4913.IH
H4913
sradovich on DSK3TPTVN1PROD with BILLS