HR 5277 IH
merger of the Organization into the new corporation
shall be effective.
(2) The Board of Directors may change the
designated merger plan by adopting an amended
plan of merger.
(3) Except as provided in paragraph (4), the
designated merger date in the merger plan or any
amended merger plan shall be not later than eleven
years after the date of enactment of this Act.
(4) The Board of Directors may adopt an
amended plan of merger that designates a date later
than eleven years after the date of enactment of this
Act if the Board of Directors submits to both the
Secretary of Housing and Urban Development and
the Secretary of the Treasury a report—
(A) stating that an orderly merger of the
Organization into the new corporation is not
feasible before the last date designated by the
Board of Directors;
(B) explaining why an orderly merger of
the Organization into the new corporation is
not feasible before the last date designated by
the Board of Directors;
(C) describing the steps that have been
taken to consummate an orderly merger of the
HR 5277 IH
Organization into the new corporation not later
than eleven years after the date of enactment of
this Act; and
(D) describing the steps that will be taken
to consummate an orderly and timely merger of
the Organization into the new corporation.
(5) In no case shall any date designated by the
Board of Directors in an amended merger plan be
later than 23 years after the date of enactment of
this Act.
(6) In no case shall the consummation of an or-
derly and timely merger of the Organization into the
new corporation occur later than thirteen years after
the date of enactment of this Act.
(c) GOVERNMENTAL APPROVALS OF MERGER PLAN
REQURIED.—The merger plan or any amended merger
plan shall not be effective until it has been approved by
both the Secretary of Housing and Urban development
and the Secretary of the Treasury.
(d) REVISION OF DISAPPROVED MERGER PLAN RE-
QUIRED.—If either the Secretary of Housing and Urban
Development or the Secretary of the Treasury, or both,
disapprove the merger plan or any amended merger plan,
the disapproving Secretary or Secretaries shall so notify
the Organization and indicate the reasons for that dis-
HR 5277 IH
approval, and the Organization shall submit to the Sec-
retary or Secretaries an amended merger plan responsive
to such reasons within thirty days from the date of notifi-
cation of disapproval.
(e) NO STOCKHOLDER APPROVAL OF MERGER PLAN
REQUIRED.—No approval or consent of the stockholders
of the Organization shall be required to accomplish the
merger of the Organization into the new corporation.
SEC. 503. CONSUMMATION OF MERGER.
The Board of Directors shall cause the merger of the
Organization into the new corporation to be accomplished
according to the merger plan approved by the Secretary
of Housing and Urban Development and the Secretary of
the Treasury and all applicable requirements of the law
of the jurisdiction of incorporation of the new corporation.
SEC. 504. TRANSITION.
(a) CONTINUATION OF RIGHTS, DUTIES, AND RE-
STRICTIONS.—Except as provided in this section, the Or-
ganization shall, during the transition period, continue to
have all of the rights, privileges, duties, and obligations,
and be subject to all of the limitations and restrictions,
set forth in this Act.
(b) COLLATERALIZATION OF OUTSTANDING OBLIGA-
TIONS.—The Organization shall provide for all debt obli-
gations of the Organization which are outstanding on the
HR 5277 IH
day before the designated merger date to be secured as
to principal and interest by obligations of the United
States held in trust for the holders of such obligations.
The collateralization and the trust shall be subject to such
requirements, terms and conditions as the Secretary of the
Treasury deems necessary or appropriate.
(c) ISSUANCE OF NEW OBLIGATIONS DURING TRAN-
SITION PERIOD.—As needed to carry out the purposes for
which it was formed, the Organization may, during the
transition period, continue to issue obligations under sec-
tion 303, provided that any new obligation issued during
the transition period shall mature before the designated
merger date.
SEC. 505. EFFECT OF MERGER.
(a) TRANSFER OF ASSETS AND LIABILITIES.—
(1) At the designated merger date, all property,
real, personal, and mixed, and all debts due on
whatever account, and all other choses in action and
all and every other interest of or belonging to or due
to the Organization shall be transferred to and vest-
ed in the new corporation without further act or
deed, and title to any property, whether real, per-
sonal, or mixed, shall not in any way be impaired by
reason of the merger.
HR 5277 IH
(2) At the designated merger date, the new cor-
poration shall be responsible and liable for all obliga-
tions and liabilities of the Organization and neither
the rights of creditors nor any liens upon the prop-
erty of the Organization shall be impaired by the
merger.
(b) TERMINATION OF THE ORGANIZATION AND ITS
FEDERAL CHARTER.—At the designated merger date, the
surviving corporation of the merger shall be the new cor-
poration, the Federal charter of the Organization shall
terminate, and the separate existence of the Organization
shall terminate.
(c) REFERENCES TO THE ORGANIZATION IN ACTS OF
CONGRESS.—From and after the designated merger date,
any reference to the Organization in any Act of Congress
or in any rule or regulation promulgated under any Act
of Congress shall not be deemed to refer to the new cor-
poration.
(d) SAVINGS CLAUSE.—
(1) The merger of the Organization into the
new corporation shall not abate any proceeding com-
menced by or against the Organization before the
designated merger date, except that the new cor-
poration shall be substituted for the Organization as
HR 5277 IH
a party to any such proceeding as of the designated
merger date.
(2) All contracts and agreements to which the
Organization is a party and which are in effect on
the day before the designated merger date shall con-
tinue in effect according to their terms, except that
the new corporation shall be substituted for the Or-
ganization as a party to those contracts and agree-
ments as of the designated merger date.
(3) Nothing in this Act affects the trust respon-
sibility of the United States or any legal obligation
or remedy arising therefrom.
SEC. 601. AUTHORIZATION OF APPROPRIATIONS FOR NA-
TIVE AMERICAN FINANCIAL INSTITUTIONS.
There is authorized to be appropriated, without fiscal
year limitation, to the Fund $20,000,000 to provide finan-
cial assistance to Native American Financial Institutions.
To the extent that a Native American Financial Institu-
tion receives a portion of such appropriation, such monies
shall not be considered as matching funds required of the
Native American Financial Institution under the Commu-
nity Development Banking and Financial Institutions Act.
HR 5277 IH
SEC. 602. AUTHORIZATION OF APPROPRIATIONS FOR OR-
GANIZATION.
The Secretary of Housing and Urban Development
is authorized, to the extent and in the amounts provided
in advance in appropriation Acts, to provide up to
$10,000,000 to the Fund for the funding of a cooperative
agreement to be entered into by the Fund and the Organi-
zation for the technical assistance and other services to
be provided by the Organization to the Native American
Financial Institutions.
Æ
HR 5277 IH——2
HR 5277 IH——3