234
SEC. 1203. REPEAL OF DEPOSIT BROKER NOTIFICATION
AND RECORDKEEPING REQUIREMENT.
Section 29A of the Federal Deposit Insurance Act
(12 U.S.C. 1831f–1) is hereby repealed.
SEC. 1204. EXPEDITED PROCEDURES FOR CERTAIN REOR-
GANIZATIONS.
The National Bank Consolidation and Merger Act
(12 U.S.C. 215 et seq.) is amended—
(1) by redesignating section 5 as section 7; and
(2) by inserting after section 4 the following
new section:
‘‘SEC. 5. EXPEDITED PROCEDURES FOR CERTAIN REORGA-
NIZATIONS.
‘‘(a) IN GENERAL.—A national bank may, with the
approval of the Comptroller, pursuant to rules and regula-
tions promulgated by the Comptroller, and upon the af-
firmative vote of the shareholders of such bank owning
at least two-thirds of its capital stock outstanding, reorga-
nize so as to become a subsidiary of a bank holding com-
pany or of a company that will, upon consummation of
such reorganization, become a bank holding company.
‘‘(b) REORGANIZATION PLAN.—A reorganization au-
thorized under subsection (a) shall be carried out in ac-
cordance with a reorganization plan that—
‘‘(1) specifies the manner in which the reorga-
nization shall be carried out;
235
‘‘(2) is approved by a majority of the entire
board of directors of the national bank;
‘‘(3) specifies—
‘‘(A) the amount of cash or securities of
the bank holding company, or both, or other
consideration to be paid to the shareholders of
the reorganizing bank in exchange for their
shares of stock of the bank;
‘‘(B) the date as of which the rights of
each shareholder to participate in such ex-
change will be determined; and
‘‘(C) the manner in which the exchange
will be carried out; and
‘‘(4) is submitted to the shareholders of the re-
organizing bank at a meeting to be held on the call
of the directors in accordance with the procedures
prescribed in connection with a merger of a national
bank under section 3.
‘‘(c) RIGHTS OF DISSENTING SHAREHOLDERS.—If,
pursuant to this section, a reorganization plan has been
approved by the shareholders and the Comptroller, any
shareholder of the bank who has voted against the reorga-
nization at the meeting referred to in subsection (b)(4),
or has given notice in writing at or prior to that meeting
to the presiding officer that the shareholder dissents from
236
the reorganization plan, shall be entitled to receive the
value of his or her shares, as provided by section 3 for
the merger of a national bank.
‘‘(d) EFFECT OF REORGANIZATION.—The corporate
existence of a national bank that reorganizes in accord-
ance with this section shall not be deemed to have been
affected in any way by reason of such reorganization.
‘‘(e) APPROVAL UNDER THE BANK HOLDING COM-
PANY ACT.—This section does not affect in any way the
applicability of the Bank Holding Company Act of 1956
to a transaction described in subsection (a).’’.
SEC. 1205. NATIONAL BANK DIRECTORS.
(a) AMENDMENTS TO THE REVISED STATUTES.—
Section 5145 of the Revised Statutes of the United States
(12 U.S.C. 71) is amended—
(1) by striking ‘‘for one year’’ and inserting
‘‘for a period of not more than 3 years’’; and
(2) by adding at the end the following: ‘‘In ac-
cordance with regulations issued by the Comptroller
of the Currency, a national bank may adopt bylaws
that provide for staggering the terms of its direc-
tors.’’.
(b) AMENDMENT TO THE BANKING ACT OF 1933.—
Section 31 of the Banking Act of 1933 (12 U.S.C. 71a)
is amended in the first sentence, by inserting before the
237
period ‘‘, except that the Comptroller of the Currency may,
by regulation or order, exempt a national bank from the
25-member limit established by this section’’.
SEC. 1206. AMENDMENT TO NATIONAL BANK CONSOLIDA-
TION AND MERGER ACT.
The National Bank Consolidation and Merger Act
(12 U.S.C. 215 et seq.) is amended by inserting after sec-
tion 5, as added by this title, the following new section:
‘‘SEC. 6. MERGERS AND CONSOLIDATIONS WITH SUBSIDI-
ARIES AND NONBANK AFFILIATES.
‘‘(a) IN GENERAL.—Upon the approval of the Comp-
troller, a national bank may merge with 1 or more of its
nonbank subsidiaries or affiliates.
‘‘(b) SCOPE.—Nothing in this section shall be
construed—
‘‘(1) to affect the applicability of section 18(c)
of the Federal Deposit Insurance Act; or
‘‘(2) to grant a national bank any power or au-
thority that is not permissible for a national bank
under other applicable provisions of law.
‘‘(c) REGULATIONS.—The Comptroller shall promul-
gate regulations to implement this section.’’.
238
SEC. 1207. LOANS ON OR PURCHASES BY INSTITUTIONS OF
THEIR OWN STOCK; AFFILIATIONS.
(a) AMENDMENT TO THE REVISED STATUTES.—Sec-
tion 5201 of the Revised Statutes of the United States
(12 U.S.C. 83) is amended to read as follows:
‘‘SEC. 5201. LOANS BY BANK ON ITS OWN STOCK.
‘‘(a) GENERAL PROHIBITION.—No national bank
shall make any loan or discount on the security of the
shares of its own capital stock.
‘‘(b) EXCLUSION.—For purposes of this section, a
national bank shall not be deemed to be making a loan
or discount on the security of the shares of its own capital
stock if it acquires the stock to prevent loss upon a debt
previously contracted for in good faith.’’.
(b) AMENDMENTS TO THE FEDERAL DEPOSIT IN-
SURANCE ACT.—Section 18 of the Federal Deposit Insur-
ance Act (12 U.S.C. 1828) is amended—
(1) by redesignating subsection (t), as added by
section 730 of the Gramm-Leach-Bliley Act (Public
Law 106–102; 113 Stat. 1476), as subsection (u);
and
(2) by adding at the end the following new sub-
section:
‘‘(v) LOANS BY INSURED INSTITUTIONS ON THEIR
OWN STOCK.—
239
‘‘(1) GENERAL PROHIBITION.—No insured de-
pository institution may make any loan or discount
on the security of the shares of its own capital stock.
‘‘(2) EXCLUSION.—For purposes of this sub-
section, an insured depository institution shall not be
deemed to be making a loan or discount on the secu-
rity of the shares of its own capital stock if it ac-
quires the stock to prevent loss upon a debt pre-
viously contracted for in good faith.’’.
SEC. 1208. PURCHASED MORTGAGE SERVICING RIGHTS.
Section 475 of the Federal Deposit Insurance Cor-
poration Improvement Act of 1991 (12 U.S.C. 1828 note)
is amended—
(1) in subsection (a)(1), by inserting ‘‘(or such
other percentage exceeding 90 percent but not ex-
ceeding 100 percent, as may be determined under
subsection (b))’’ after ‘‘90 percent’’;
(2) by redesignating subsections (b) and (c) as
subsections (c) and (d), respectively, and by insert-
ing after subsection (a) the following new subsection:
‘‘(b) AUTHORITY TO DETERMINE PERCENTAGE BY
WHICH TO DISCOUNT VALUE OF SERVICING RIGHTS.—
The appropriate Federal banking agencies may allow read-
ily marketable purchased mortgage servicing rights to be
valued at more than 90 percent of their fair market value
240
but at not more than 100 percent of such value, if such
agencies jointly make a finding that such valuation would
not have an adverse effect on the deposit insurance funds
or the safety and soundness of insured depository institu-
tions.’’; and
(3) in subsection (c), by striking ‘‘and’’ and in-
serting ‘‘, ‘deposit insurance fund’, and’’.
Subtitle B—Streamlining Activities
of Institutions
SEC. 1211. CALL REPORT SIMPLIFICATION.
(a) MODERNIZATION OF CALL REPORT FILING AND
DISCLOSURE SYSTEM.—In order to reduce the adminis-
trative requirements pertaining to bank reports of condi-
tion, savings association financial reports, and bank hold-
ing company consolidated and parent-only financial state-
ments, and to improve the timeliness of such reports and
statements, the Federal banking agencies shall—
(1) work jointly to develop a system under
which—
(A) insured depository institutions and
their affiliates may file such reports and state-
ments electronically; and
(B) the Federal banking agencies may
make such reports and statements available to
the public electronically; and
241
(2) not later than 1 year after the date of en-
actment of this Act, report to the Congress and
make recommendations for legislation that would en-
hance efficiency for filers and users of such reports
and statements.
(b) UNIFORM REPORTS AND SIMPLIFICATION OF IN-
STRUCTIONS.—The Federal banking agencies shall, con-
sistent with the principles of safety and soundness, work
jointly—
(1) to adopt a single form for the filing of core
information required to be submitted under Federal
law to all such agencies in the reports and state-
ments referred to in subsection (a); and
(2) to simplify instructions accompanying such
reports and statements and to provide an index to
the instructions that is adequate to meet the needs
of both filers and users.
(c) REVIEW OF CALL REPORT SCHEDULE.—Each
Federal banking agency shall—
(1) review the information required by sched-
ules supplementing the core information referred to
in subsection (b); and
(2) eliminate requirements that are not war-
ranted for reasons of safety and soundness or other
public purposes.
242
(d) DEFINITION.—In this section, the term ‘‘Federal
banking agency’’ has the same meaning as in section 3
of the Federal Deposit Insurance Act (12 U.S.C. 1813).
Subtitle C—Streamlining Agency
Actions
SEC. 1221. ELIMINATION OF DUPLICATIVE DISCLOSURE OF
FAIR MARKET VALUE OF ASSETS AND LIABIL-
ITIES.
Section 37(a)(3) of the Federal Deposit Insurance
Act (12 U.S.C. 1831n(a)(3)) is amended by striking sub-
paragraph (D).
SEC. 1222. PAYMENT OF INTEREST IN RECEIVERSHIPS
WITH SURPLUS FUNDS.
Section 11(d)(10) of the Federal Deposit Insurance
Act (12 U.S.C. 1821(d)(10)) is amended by adding at the
end the following new subparagraph:
‘‘(C) RULEMAKING
AUTHORITY
OF
COR-
PORATION.—The Corporation may prescribe
such rules, including definitions of terms, as it
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 in-
sured Federal or State depository institutions
243
following satisfaction by the receiver of the
principal amount of all creditor claims.’’.
SEC. 1223. REPEAL OF REPORTING REQUIREMENT ON DIF-
FERENCES IN ACCOUNTING STANDARDS.
Section 37(c) of the Federal Deposit Insurance Act
(12 U.S.C. 1831n(c)) is amended—
(1) in paragraph (1), by striking ‘‘Each’’ and
all that follows through ‘‘a report’’ and inserting
‘‘The Federal banking agencies shall jointly submit
an annual report’’; and
(2) by inserting ‘‘any’’ before ‘‘such agency’’
each place that term appears.
SEC. 1224. EXTENSION OF TIME.
Section 6(a)(1) of the Federal Home Loan Bank Act
(12 U.S.C. 1426(a)(1)) is amended by striking ‘‘1 year’’
and inserting ‘‘18 months’’.
Subtitle D—Technical Corrections
SEC. 1231. TECHNICAL CORRECTION RELATING TO DE-
POSIT INSURANCE FUNDS.
(a) IN GENERAL.—Section 2707 of the Deposit In-
surance Funds Act of 1996 (Public Law 104–208; 110
Stat. 3009–496) is amended—
(1) by striking ‘‘7(b)(2)(C)’’ and inserting
‘‘7(b)(2)(E)’’; and
244
(2) by striking ‘‘, as redesignated by section
2704(d)(6) of this subtitle’’.
(b) EFFECTIVE DATE.—The amendments made by
subsection (a) shall be deemed to have the same effective
date as section 2707 of the Deposit Insurance Funds Act
of 1996 (Public Law 104–208; 110 Stat. 3009–496).
SEC. 1232. RULES FOR CONTINUATION OF DEPOSIT INSUR-
ANCE FOR MEMBER BANKS CONVERTING
CHARTERS.
Section 8(o) of the Federal Deposit Insurance Act
(12 U.S.C. 1818(o)) is amended in the second sentence,
by striking ‘‘subsection (d) of section 4’’ and inserting
‘‘subsection (c) or (d) of section 4’’.
SEC. 1233. AMENDMENTS TO THE REVISED STATUTES OF
THE UNITED STATES.
(a) WAIVER
OF CITIZENSHIP REQUIREMENT
FOR
NATIONAL BANK DIRECTORS.—Section 5146 of the Re-
vised Statutes of the United States (12 U.S.C. 72) is
amended in the first sentence, by inserting before the pe-
riod ‘‘, and waive the requirement of citizenship in the case
of not more than a minority of the total number of direc-
tors’’.
(b) TECHNICAL
AMENDMENT
TO
THE
REVISED
STATUTES.—Section 329 of the Revised Statutes of the
United States (12 U.S.C. 11) is amended by striking ‘‘to
245
be interested in any association issuing national currency
under the laws of the United States’’ and inserting ‘‘to
hold an interest in any national bank’’.
(c) REPEAL OF UNNECESSARY CAPITAL AND SUR-
PLUS REQUIREMENT.—Section 5138 of the Revised Stat-
utes of the United States (12 U.S.C. 51) is hereby re-
pealed.
SEC. 1234. CONFORMING CHANGE TO THE INTERNATIONAL
BANKING ACT OF 1978.
Section 4(b) of the International Banking Act of
1978 (12 U.S.C. 3102(b)) is amended in the second sen-
tence, by striking paragraph (1) and by redesignating
paragraphs (2) through (4) as paragraphs (1) through
(3), respectively.
Æ