United States. Congress

“ Should the financial institution not have sufficient authorized shares, including preferred shares that may carry dividend rights equal to a multiple number of common shares, the Secretary may, to the extent necessary, accept a senior debt note in an amount, and on such terms as will compensate the Secretary with equivalent value, in the event that a sufficient shareholder vote to authorize the necessary additional shares cannot be obtained. ”

“ Definition.— For purposes of this section, the term ``senior executive officer ́ ́ means an individual who is one of the top 5 highly paid executives of a public company, whose compensation is required to be disclosed pursuant to the Securities Exchange Act of 1934, and any regulations issued thereunder, and non-public company counterparts. ”

“ Criteria for identifying troubled assets for purchase. (e) Preventing Unjust Enrichment.— In making purchases under the authority of this Act, the Secretary shall take such steps as may be necessary to prevent unjust enrichment of financial institutions participating in a program established under this section, including by preventing the sale of a troubled asset to the Secretary at a higher price than what the seller paid to purchase the asset. ”

“ The appointment of the Special Inspector General shall be made on the basis of integrity and demonstrated ability in accounting, auditing, financial analysis, law, management analysis, public administration, or investigations. (3) The nomination of an individual as Special Inspector General shall be made as soon as practicable after the establishment of any program under sections 101 and 102. (4) The Special Inspector General shall be removable from office in accordance with the provisions of section 3 (b) of the Inspector General Act of 1978 (5 U.S.C. App.) ”

“ Employee remains covered executive.— ``If an employee is a covered executive with respect to an applicable employer for any applicable taxable year, such employee shall be treated as a covered executive with respect to such employer for all subsequent applicable taxable years and for all subsequent taxable years in which deferred deduction executive remuneration with respect to services performed in all such applicable taxable years would (but for this paragraph) be deductible. ”

“ Staff of agencies.— Upon request of the Oversight Panel, the head of any Federal department or agency may detail, on a reimbursable basis, any of the personnel of that department or agency to the Oversight Panel to assist it in carrying out its duties under this Act. (e) Powers.— (1) Hearings and sessions.— The Oversight Panel may, for the purpose of carrying out this section, hold hearings, sit and act at times and places, take testimony, and receive evidence as the Panel considers appropriate and may administer oaths or affirmations to witnesses appearing before it. ”

“ Authority to base premiums on product risk.— In establishing any premium under paragraph (1) , the Secretary may provide for variations in such rates according to the credit risk associated with the particular troubled asset that is being guaranteed. The Secretary shall publish the methodology for setting the premium for a class of troubled assets together with an explanation of the appropriateness of the class of assets for participation in the program established under this section. ”

“ Designating financial institutions as financial agents of the Federal Government, and such institutions shall perform all such reasonable duties related to this Act as financial agents of the Federal Government as may be required. (4) In order to provide the Secretary with the flexibility to manage troubled assets in a manner designed to minimize cost to the taxpayers, establishing vehicles that are authorized, subject to supervision by the Secretary, to purchase, hold, and sell troubled assets and issue obligations. ”

“ Auction Purchases.— Where the Secretary determines that the purposes of this Act are best met through auction purchases of troubled assets, and only where such purchases per financial institution in the aggregate exceed $300,000,000 (including direct purchases) , the Secretary shall prohibit, for such financial institution, any new employment contract with a senior executive officer that provides a golden parachute in the event of an involuntary termination, bankruptcy filing, insolvency, or receivership. ”

“ Internal Control.— (1) Establishment.— The TARP shall establish and maintain an effective system of internal control, consistent with the standards prescribed under section 3512 (c) of title 31, United States Code, that provides reasonable assurance of— (A) the effectiveness and efficiency of operations, including the use of the resources of the TARP; (B) the reliability of financial reporting, including financial statements and other reports for internal and external use; and (C) compliance with applicable laws and regulations. ”

“ CONSIDERATIONS. In exercising the authorities granted in this Act, the Secretary shall take into consideration— (1) protecting the interests of taxpayers by maximizing overall returns and minimizing the impact on the national debt; (2) providing stability and preventing disruption to financial markets in order to limit the impact on the economy and protect American jobs, savings, and retirement security; (3) the need to help families keep their homes and to stabilize communities ”

“ Such a study shall consider at a minimum— (1) the effects of such accounting standards on a financial institution's balance sheet; (2) the impacts of such accounting on bank failures in 2008; (3) the impact of such standards on the quality of financial information available to investors; (4) the process used by the Financial Accounting Standards Board in developing accounting standards; (5) the advisability and feasibility of modifications to such standards; and (6) alternative accounting standards to those provided in such Statement Number 157. ”

“ A listing of each financial institution that such troubled assets were purchased from. (E) A listing of and detailed biographical information on each person or entity hired to manage such troubled assets. (F) A current estimate of the total amount of troubled assets purchased pursuant to any program established under section 101, the amount of troubled assets on the books of the Treasury, the amount of troubled assets sold, and the profit and loss incurred on each sale or disposition of each such troubled asset. (G) A listing of the insurance contracts issued under section 102. ”

“ Applicable employer.—For purposes of this paragraph— `` (i) In general.— ``Except as provided in clause (ii) , the term `applicable employer' means any employer from whom 1 or more troubled assets are acquired under a program established by the Secretary under section 101 (a) of the Emergency Economic Stabilization Act of 2008 if the aggregate amount of the assets so acquired for all taxable years exceeds $300,000,000. ”

“ This subsection does not apply to troubled assets acquired in a merger or acquisition, or a purchase of assets from a financial institution in conservatorship or receivership, or that has initiated bankruptcy proceedings under title 11, United States Code. SEC. 102. INSURANCE OF TROUBLED ASSETS. (a) Authority.— (1) In general.— If the Secretary establishes the program authorized under section 101, then the Secretary shall establish a program to guarantee troubled assets originated or issued prior to March 14, 2008, including mortgage-backed securities. ”

“ Standards Required.— The Secretary shall issue regulations or guidelines necessary to address and manage or to prohibit conflicts of interest that may arise in connection with the administration and execution of the authorities provided under this Act, including— (1) conflicts arising in the selection or hiring of contractors or advisors, including asset managers; (2) the purchase of troubled assets; (3) the management of the troubled assets held; (4) post-employment restrictions on employees ”

“ In the case of a mortgage on a residential rental property, the plan required under this section shall include protecting Federal, State, and local rental subsidies and protections, and ensuring any modification takes into account the need for operating funds to maintain decent and safe conditions at the property. ”

“ If a disclosure statement furnished within 3 business days of the written application (as provided under clause (i) (II) ) contains an annual percentage rate which is subsequently rendered inaccurate, within the meaning of section 107 (c) , the creditor shall furnish another disclosure statement at the time of settlement or consummation of the transaction. ́ ́. (b) Effective Date.— The amendments made by subsection (a) shall take effect as if included in the amendments made by section 2502 of the Mortgage Disclosure Improvement Act of 2008 (Public Law 110-289) . ”

“ To the extent that such foreign financial authorities or banks hold troubled assets as a result of extending financing to financial institutions that have failed or defaulted on such financing, such troubled assets qualify for purchase under section 101. ”

“ A motion further to limit debate is in order and not debatable. An amendment to, or a motion to postpone, or a motion to proceed to the consideration of other business, or a motion to recommit the joint resolution is not in order. (C) Vote on passage.—The vote on passage shall occur immediately following the conclusion of the debate on a joint resolution, and a single quorum call at the conclusion of the debate if requested in accordance with the rules of the Senate. ”

“ The Comptroller General shall be afforded full facilities for verifying transactions with the balances or securities held by depositaries, fiscal agents, and custodians. The Comptroller General may make and retain copies of such books, accounts, and other records as the Comptroller General deems appropriate. ”

“ The extent to which the information made available on transactions under the program has contributed to market transparency. (iv) The effectiveness of foreclosure mitigation efforts, and the effectiveness of the program from the standpoint of minimizing long-term costs to the taxpayers and maximizing the benefits for taxpayers. (B) Timing.— The reports required under this paragraph shall be submitted not later than 30 days after the first exercise by the Secretary of the authority under section 101 (a) or 102, and every 30 days thereafter. ”