tion in a court of appropriate jurisdiction and 
may recover such equitable relief, including in-
junctive relief, and reasonable attorney’s fees, 
as determined by the court for any violation or 
attempted violation of paragraph (1) or (4) of 
subsection (h). 
‘‘(B) PROXIES NULL AND VOID.—In addi-
tion to any damages or relief under paragraph 
(1), any proxy held or exercised by any party 
the holding or exercise of which has been deter-
mined to be a violation of paragraph (1) or (4) 
of subsection (h) shall be deemed null and void, 
as of the inception of such proxy, and shall not 
be counted for purposes of determining a 
quorum at any meeting of such aggrieved mu-
tual association. 
‘‘(C) STATUTE OF LIMITATION.— 
‘‘(i) IN GENERAL.—An action may not 
be brought under subparagraph (A) after 
the end of the 180-day period beginning on 
the later of— 
‘‘(I) the date of the discovery of 
the alleged violation by the aggrieved 
mutual savings association; or 
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‘‘(II) the date of the enactment 
of the Mutual Savings Association 
Preservation Act. 
‘‘(ii) ‘NO ATTRIBUTION’ RULE.—For 
purposes of clause (i)(I), the knowledge of 
the facts and circumstances giving rise to 
an alleged violation by any party to the 
violation shall not be attributed to the sav-
ings association.’’. 
SEC. 6. ESTABLISHMENT OF CHARITABLE FOUNDATIONS 
AUTHORIZED. 
(a) Any mutual holding company or direct or indirect 
stock subsidiary of a mutual holding company may con-
tribute or issue shares of such stock subsidiary to a chari-
table foundation established by the mutual holding com-
pany or any direct or indirect stock subsidiary of the mu-
tual holding company, provided that— 
(1) the charitable foundation qualifies as a 
501(c)(3) organization under the Internal Revenue 
Code, as amended; 
(2) the Foundation’s governance complies with 
regulations adopted by the appropriate Federal 
banking agency; 
(3) at the time of the contribution or issuance 
to the charitable foundation, no direct or indirect 
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stock subsidiary of the mutual holding company, nor 
any affiliate thereof, has issued shares of common 
stock to any nonaffiliate of the direct or indirect 
stock subsidiary of the mutual holding company; 
(4) the value of the stock so contributed or 
issued by the direct or indirect stock subsidiary of 
the mutual holding company, as determined in ac-
cordance with subsection (b), shall not exceed more 
than 10 percent of the insured depository institu-
tion’s consolidated Tier 1 capital, as of the quarter 
end prior to the establishment of the charitable 
foundation; 
(5) the direct or indirect stock subsidiary of the 
mutual holding company that contributes or issues 
the shares to the charitable foundation must reason-
ably expect to utilize the tax deduction within the 
time period proscribed by the Internal Revenue 
Service for contributions to charitable foundations; 
and 
(6) the mutual holding company and each di-
rect or indirect stock subsidiary of the mutual hold-
ing company will be ‘‘well capitalized’’ under the 
prompt corrective action regulations immediately fol-
lowing the contribution to the charitable foundation. 
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(b) Prior to any contribution or issuance by a direct 
or indirect stock subsidiary of the mutual holding com-
pany to a charitable foundation pursuant to subsection 
(a), the mutual holding company shall obtain an appraisal, 
by an independent appraiser experienced in such matters, 
of the pro forma value of the stock so contributed on a 
fully converted basis. The value of the stock so contrib-
uted, as determined by the appraiser, shall be limited in 
accordance with paragraph (4) of subsection (b). 
SEC. 7. DIVIDENDS PAID BY SUBSIDIARIES OF MUTUAL 
HOLDING COMPANIES. 
Section 10(o)(11)(B) of the Home Owners’ Loan Act 
(12 U.S.C. 1467a(o)(11)(B)) is amended by deleting ‘‘or’’ 
at the end of (i), deleting the period at the end of (ii) 
and inserting a semicolon at the end thereof, and adding 
the following: 
‘‘(iii) a majority of the board of direc-
tors of the mutual holding company, or a 
committee thereof, consists of directors 
who are not affiliates of any stock sub-
sidiary of the mutual holding company and 
who do not directly or indirectly own any 
shares of the stock to which the waiver 
would apply, and vote in favor of the waiv-
er of the dividend; or 
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‘‘(iv) an independent corporate com-
mittee consisting of persons who are not 
stockholders, affiliates, depositors, bor-
rowers, or members of the mutual holding 
company or any stock subsidiary of the 
mutual holding company vote in favor of 
the waiver of the dividend.’’. 
SEC. 8. PRESERVING MUTUALITY BYLAWS AUTHORIZED. 
(a) The Board of Directors of a mutual depository 
may adopt a bylaw to preserve the mutuality of a mutual 
depository. Such bylaw provisions may include— 
(1) supermajority voting requirements, up to 80 
percent, by the members to approve a conversion to 
stock form; 
(2) a prohibition against any person from serv-
ing, or nominating a person to serve, on the Board 
of Directors of the mutual depository, if such person 
or nominee has an intention to propose a conversion 
from mutual to stock form; 
(3) a requirement that any person serving or 
nominated to serve on the Board of Directors may 
not propose a conversion from mutual to stock form 
for a period of time not exceeding five years, as de-
termined by the Board, beginning on the later of the 
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date such bylaw is adopted or such person is elected 
to serve on the Board; 
(4) a prohibition against any member from pro-
posing a conversion to stock form at any annual or 
special meeting of members or by the written con-
sent of members; and 
(5) a violation of one or more of the bylaw pro-
visions adopted to preserve mutuality shall be a 
basis for termination as a member of the Board of 
Directors. 
(b) Notwithstanding the foregoing, in no event shall 
any bylaw adopted pursuant to section (a) have any force 
and effect in the event the mutual depository is not well 
capitalized in accordance with the rules established by 
such depositories appropriate Federal banking agency. 
SEC. 9. APPLICABILITY OF SMALL BANK HOLDING COM-
PANY POLICY STATEMENT TO SMALL MU-
TUAL HOLDING COMPANY. 
The Board of Governors of the Federal Reserve shall 
apply its Small Bank Holding Company Policy Statement 
to any mutual holding company that would otherwise qual-
ify as a small bank holding company, if it were a bank 
holding company. 
Æ 
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