183
‘‘(II) the procedures available for 
obtaining agency review of the deter-
mination to disallow the claim or judi-
cial determination of the claim. 
‘‘(B) ALLOWANCE
OF
PROVEN
CLAIM.—
The receiver shall allow any claim received on 
or before the date specified in the notice pub-
lished under paragraph (3)(B)(i), or the date 
specified in the notice required under paragraph 
(3)(C), which is proved to the satisfaction of 
the receiver. 
‘‘(C) DISALLOWANCE
OF
CLAIMS
FILED 
AFTER END OF FILING PERIOD.—Claims filed 
after the date specified in the notice published 
under paragraph (3)(B)(i), or the date specified 
under paragraph (3)(C), shall be disallowed and 
such disallowance shall be final. 
‘‘(D) AUTHORITY TO DISALLOW CLAIMS.—
‘‘(i) IN GENERAL.—The receiver may 
disallow any portion of any claim by a 
creditor or claim of security, preference, or 
priority which is not proved to the satisfac-
tion of the receiver. 
‘‘(ii) 
PAYMENTS
TO
LESS
THAN 
FULLY SECURED CREDITORS.—In the case
184
of a claim of a creditor against a regulated 
entity which is secured by any property or 
other asset of such regulated entity, the re-
ceiver—
‘‘(I) may treat the portion of 
such claim which exceeds an amount 
equal to the fair market value of such 
property or other asset as an unse-
cured claim against the regulated en-
tity; and 
‘‘(II) may not make any payment 
with respect to such unsecured por-
tion of the claim other than in connec-
tion with the disposition of all claims 
of unsecured creditors of the regu-
lated entity. 
‘‘(iii) EXCEPTIONS.—No provision of 
this paragraph shall apply with respect to 
any extension of credit from any Federal 
Reserve Bank, Federal home loan bank, or 
the Treasury of the United States. 
‘‘(E) NO
JUDICIAL
REVIEW
OF
DETER-
MINATION PURSUANT TO SUBPARAGRAPH (D).—
No court may review the determination of the 
Agency under subparagraph (D) to disallow a
185
claim. This subparagraph shall not effect the 
authority of a claimant to obtain de novo judi-
cial review of a claim pursuant to paragraph 
(6). 
‘‘(F) LEGAL EFFECT OF FILING.—
‘‘(i) 
STATUTE
OF
LIMITATION 
TOLLED.—For purposes of any applicable 
statute of limitations, the filing of a claim 
with the receiver shall constitute a com-
mencement of an action. 
‘‘(ii) NO PREJUDICE TO OTHER AC-
TIONS.—Subject to paragraph (10), the fil-
ing of a claim with the receiver shall not 
prejudice any right of the claimant to con-
tinue any action which was filed before the 
date of the appointment of the receiver, 
subject to the determination of claims by 
the receiver. 
‘‘(6) PROVISION FOR JUDICIAL DETERMINATION 
OF CLAIMS.—
‘‘(A) IN GENERAL.—The claimant may file 
suit on a claim (or continue an action com-
menced before the appointment of the receiver) 
in the district or territorial court of the United 
States for the district within which the prin-
186
cipal place of business of the regulated entity is 
located or the United States District Court for 
the District of Columbia (and such court shall 
have jurisdiction to hear such claim), before the 
end of the 60-day period beginning on the ear-
lier of—
‘‘(i) the end of the period described in 
paragraph (5)(A)(i) with respect to any 
claim against a regulated entity for which 
the Agency is receiver; or 
‘‘(ii) the date of any notice of dis-
allowance of such claim pursuant to para-
graph (5)(A)(i). 
‘‘(B) STATUTE OF LIMITATIONS.—A claim 
shall be deemed to be disallowed (other than 
any portion of such claim which was allowed by 
the receiver), and such disallowance shall be 
final, and the claimant shall have no further 
rights or remedies with respect to such claim, 
if the claimant fails, before the end of the 60-
day period described under subparagraph (A), 
to file suit on such claim (or continue an action 
commenced before the appointment of the re-
ceiver). 
‘‘(7) REVIEW OF CLAIMS.—
187
‘‘(A) OTHER REVIEW PROCEDURES.—
‘‘(i) IN GENERAL.—The Agency shall 
establish such alternative dispute resolu-
tion processes as may be appropriate for 
the resolution of claims filed under para-
graph (5)(A)(i). 
‘‘(ii) CRITERIA.—In establishing alter-
native dispute resolution processes, the 
Agency shall strive for procedures which 
are expeditious, fair, independent, and low 
cost. 
‘‘(iii) VOLUNTARY BINDING OR NON-
BINDING PROCEDURES.—The Agency may 
establish both binding and nonbinding 
processes, which may be conducted by any 
government or private party. All parties, 
including the claimant and the Agency, 
must agree to the use of the process in a 
particular case. 
‘‘(B) CONSIDERATION
OF
INCENTIVES.—
The Agency shall seek to develop incentives for 
claimants to participate in the alternative dis-
pute resolution process. 
‘‘(8) 
EXPEDITED
DETERMINATION
OF 
CLAIMS.—
188
‘‘(A) ESTABLISHMENT
REQUIRED.—The 
Agency shall establish a procedure for expedited 
relief outside of the routine claims process es-
tablished under paragraph (5) for claimants 
who—
‘‘(i) allege the existence of legally 
valid and enforceable or perfected security 
interests in assets of any regulated entity 
for which the Agency has been appointed 
receiver; and 
‘‘(ii) allege that irreparable injury will 
occur if the routine claims procedure is fol-
lowed. 
‘‘(B) DETERMINATION
PERIOD.—Before 
the end of the 90-day period beginning on the 
date any claim is filed in accordance with the 
procedures established under subparagraph (A), 
the Director shall—
‘‘(i) determine—
‘‘(I) whether to allow or disallow 
such claim; or 
‘‘(II) whether such claim should 
be determined pursuant to the proce-
dures established under paragraph 
(5); and
189
‘‘(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 appoint-
ment of the receiver, seeking a determination of 
the rights of the claimant with respect to such 
security interest after the earlier of—
‘‘(i) the end of the 90-day period be-
ginning on the date of the filing of a re-
quest for expedited relief; or 
‘‘(ii) the date the Agency denies the 
claim. 
‘‘(D) STATUTE
OF
LIMITATIONS.—If an 
action 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 
period beginning on the date on which such ac-
tion or motion may be filed under subparagraph 
(B), the claim shall be deemed to be disallowed
190
as of the end of such period (other than any 
portion of such claim which was allowed by the 
receiver), such disallowance shall be final, and 
the claimant shall have no further rights or 
remedies with respect to such claim. 
‘‘(E) LEGAL EFFECT OF FILING.—
‘‘(i) 
STATUTE
OF
LIMITATION 
TOLLED.—For purposes of any applicable 
statute of limitations, the filing of a claim 
with the receiver shall constitute a com-
mencement of an action. 
‘‘(ii) NO PREJUDICE TO OTHER AC-
TIONS.—Subject to paragraph (10), the fil-
ing of a claim with the receiver shall not 
prejudice any right of the claimant to con-
tinue any action that was filed before the 
appointment of the receiver, subject to the 
determination of claims by the receiver. 
‘‘(9) PAYMENT OF CLAIMS.—
‘‘(A) IN GENERAL.—The receiver may, in 
the discretion of the receiver, and to the extent 
funds are available from the assets of the regu-
lated entity, pay creditor claims, in such man-
ner and amounts as are authorized under this 
section, which are—
191
‘‘(i) allowed by the receiver; 
‘‘(ii) approved by the Agency pursuant 
to a final determination pursuant to para-
graph (7) or (8); or 
‘‘(iii) determined by the final judg-
ment of any court of competent jurisdic-
tion. 
‘‘(B) AGREEMENTS AGAINST THE INTER-
EST
OF
THE
AGENCY.—No agreement that 
tends to diminish or defeat the interest of the 
Agency in any asset acquired by the Agency as 
receiver under this section shall be valid against 
the Agency unless such agreement is in writing, 
and executed by an authorized official of the 
regulated entity, except that such requirements 
for qualified financial contracts shall be applied 
in a manner consistent with reasonable business 
trading practices in the financial contracts mar-
ket. 
‘‘(C) 
PAYMENT
OF
DIVIDENDS
ON 
CLAIMS.—The receiver may, in the sole discre-
tion of the receiver, pay from the assets of the 
regulated entity dividends on proved claims at 
any time, and no liability shall attach to the 
Agency, by reason of any such payment, for
192
failure to pay dividends to a claimant whose 
claim is not proved at the time of any such pay-
ment. 
‘‘(D) RULEMAKING
AUTHORITY
OF
THE 
DIRECTOR.—The Director may prescribe such 
rules, including definitions of terms, as the Di-
rector deems appropriate to establish a single 
uniform interest rate for, or to make payments 
of post-insolvency interest to creditors holding 
proven claims against the receivership estates of 
regulated entities following satisfaction by the 
receiver of the principal amount of all creditor 
claims. 
‘‘(10) SUSPENSION OF LEGAL ACTIONS.—
‘‘(A) IN GENERAL.—After the appointment 
of a conservator or receiver for a regulated enti-
ty, the conservator or receiver may, in any judi-
cial action or proceeding to which such regu-
lated entity is or becomes a party, request a 
stay for a period not to exceed—
‘‘(i) 45 days, in the case of any con-
servator; and 
‘‘(ii) 90 days, in the case of any re-
ceiver.
193
‘‘(B) GRANT OF STAY BY ALL COURTS RE-
QUIRED.—Upon receipt of a request by any 
conservator or receiver under subparagraph (A) 
for a stay of any judicial action or proceeding 
in any court with jurisdiction of such action or 
proceeding, the court shall grant such stay as 
to all parties. 
‘‘(11) ADDITIONAL RIGHTS AND DUTIES.—
‘‘(A) PRIOR
FINAL
ADJUDICATION.—The 
Agency shall abide by any final unappealable 
judgment of any court of competent jurisdiction 
which was rendered before the appointment of 
the Agency as conservator or receiver. 
‘‘(B) RIGHTS AND REMEDIES OF CONSER-
VATOR OR RECEIVER.—In the event of any ap-
pealable judgment, the Agency as conservator 
or receiver shall—
‘‘(i) have all the rights and remedies 
available to the regulated entity (before the 
appointment of such conservator or re-
ceiver) and the Agency, including removal 
to Federal court and all appellate rights; 
and 
‘‘(ii) not be required to post any bond 
in order to pursue such remedies.
194
‘‘(C) NO ATTACHMENT OR EXECUTION.—
No attachment or execution may issue by any 
court upon assets in the possession of the re-
ceiver. 
‘‘(D) LIMITATION ON JUDICIAL REVIEW.—
Except as otherwise provided in this subsection, 
no court shall have jurisdiction over—
‘‘(i) any claim or action for payment 
from, or any action seeking a determina-
tion of rights with respect to, the assets of 
any regulated entity for which the Agency 
has been appointed receiver; or 
‘‘(ii) any claim relating to any act or 
omission of such regulated entity or the 
Agency as receiver. 
‘‘(E) DISPOSITION OF ASSETS.—In exer-
cising any right, power, privilege, or authority 
as conservator or receiver in connection with 
any sale or disposition of assets of a regulated 
entity for which the Agency has been appointed 
conservator or receiver, the Agency shall con-
duct its operations in a manner which main-
tains stability in the housing finance markets 
and, to the extent consistent with that goal—
195
‘‘(i) maximizes the net present value 
return from the sale or disposition of such 
assets; 
‘‘(ii) minimizes the amount of any loss 
realized in the resolution of cases; and 
‘‘(iii) ensures adequate competition 
and fair and consistent treatment of 
offerors. 
‘‘(12) STATUTE OF LIMITATIONS FOR ACTIONS 
BROUGHT BY CONSERVATOR OR RECEIVER.—
‘‘(A) IN GENERAL.—Notwithstanding any 
provision of any contract, the applicable statute 
of limitations with regard to any action brought 
by the Agency as conservator or receiver shall 
be—
‘‘(i) in the case of any contract claim, 
the longer of—
‘‘(I) the 6-year period beginning 
on the date the claim accrues; or 
‘‘(II) the period applicable under 
State law; and 
‘‘(ii) in the case of any tort claim, the 
longer of—
‘‘(I) the 3-year period beginning 
on the date the claim accrues; or
196
‘‘(II) the period applicable under 
State law. 
‘‘(B) DETERMINATION OF THE DATE ON 
WHICH
A
CLAIM
ACCRUES.—For purposes of 
subparagraph (A), the date on which the stat-
ute of limitations begins to run on any claim 
described in such subparagraph shall be the 
later of—
‘‘(i) the date of the appointment of 
the Agency as conservator or receiver; or 
‘‘(ii) the date on which the cause of 
action accrues. 
‘‘(13) REVIVAL OF EXPIRED STATE CAUSES OF 
ACTION.—
‘‘(A) IN GENERAL.—In the case of any tort 
claim described under subparagraph (B) for 
which the statute of limitations applicable 
under State law with respect to such claim has 
expired not more than 5 years before the ap-
pointment of the Agency as conservator or re-
ceiver, the Agency may bring an action as con-
servator or receiver on such claim without re-
gard to the expiration of the statute of limita-
tion applicable under State law.
197
‘‘(B) CLAIMS
DESCRIBED.—A tort claim 
referred to under subparagraph (A) is a claim 
arising from fraud, intentional misconduct re-
sulting in unjust enrichment, or intentional mis-
conduct resulting in substantial loss to the reg-
ulated entity. 
‘‘(14) ACCOUNTING AND RECORDKEEPING RE-
QUIREMENTS.—
‘‘(A) IN GENERAL.—The Agency as conser-
vator or receiver shall, consistent with the ac-
counting and reporting practices and proce-
dures established by the Agency, maintain a full 
accounting of each conservatorship and receiv-
ership or other disposition of a regulated entity 
in default. 
‘‘(B) ANNUAL ACCOUNTING OR REPORT.—
With respect to each conservatorship or receiv-
ership, the Agency shall make an annual ac-
counting or report available to the Board, the 
Comptroller General of the United States, the 
Committee on Banking, Housing, and Urban 
Affairs of the Senate, and the Committee on 
Financial Services of the House of Representa-
tives.
198
‘‘(C) AVAILABILITY OF REPORTS.—Any re-
port prepared under subparagraph (B) shall be 
made available by the Agency upon request to 
any shareholder of a regulated entity or any 
member of the public. 
‘‘(D) RECORDKEEPING
REQUIREMENT.—
After the end of the 6-year period beginning on 
the date that the conservatorship or receiver-
ship is terminated by the Director, the Agency 
may destroy any records of such regulated enti-
ty which the Agency, in the discretion of the 
Agency, determines to be unnecessary unless di-
rected not to do so by a court of competent ju-
risdiction or governmental agency, or prohibited 
by law. 
‘‘(15) FRAUDULENT TRANSFERS.—
‘‘(A) IN GENERAL.—The Agency, as con-
servator or receiver, may avoid a transfer of 
any interest of a regulated entity-affiliated 
party, or any person who the conservator or re-
ceiver determines is a debtor of the regulated 
entity, in property, or any obligation incurred 
by such party or person, that was made within 
5 years of the date on which the Agency was 
appointed conservator or receiver, if such party
199
or person voluntarily or involuntarily made such 
transfer or incurred such liability with the in-
tent to hinder, delay, or defraud the regulated 
entity, the Agency, the conservator, or receiver. 
‘‘(B) RIGHT OF RECOVERY.—To the extent 
a transfer is avoided under subparagraph (A), 
the conservator or receiver may recover, for the 
benefit of the regulated entity, the property 
transferred, or, if a court so orders, the value 
of such property (at the time of such transfer) 
from—
‘‘(i) the initial transferee of such 
transfer or the regulated entity-affiliated 
party or person for whose benefit such 
transfer was made; or 
‘‘(ii) any immediate or mediate trans-
feree of any such initial transferee. 
‘‘(C) RIGHTS OF TRANSFEREE OR OBLI-
GEE.—The conservator or receiver may not re-
cover under subparagraph (B) from—
‘‘(i) any transferee that takes for 
value, including satisfaction or securing of 
a present or antecedent debt, in good faith; 
or