OVERSIGHT BOARD AND RESOLUTION TRUST CORPORATION ESTABLISHED.

SEC. 501. OVERSIGHT BOARD AND RESOLUTION TRUST CORPORATION ESTABLISHED. (a) In General.—The Federal Home Loan Bank Act (12 U.S.C. 1421 et seq.) is amended by inserting after section 21 the following new section: 103 STAT. 364 “SEC. 21A. OVERSIGHT BOARD AND RESOLUTION TRUST CORPORATION. “(a) Oversight Board Established.— “(1) In general.—There is hereby established the Oversight Board as an instrumentality of the United States with the powers and authorities herein provided. “(2) Status.—The Oversight Board shall oversee and be accountable for the Resolution Trust Corporation (hereinafter referred to in this section as the ‘Corporation’). The Oversight Board shall be an ‘agency’ of the United States for purposes of subchapter II of chapter 5 and chapter 7 of title 5, United States Code. “(3) Membership.— “(A) In general.—The Oversight Board shall consist of 5 members— “(i) the Secretary of the Treasury; “(ii) the Chairman of the Board of Governors of the Federal Reserve System; “(iii) the Secretary of Housing and Urban Development; and “(iv) two independent members appointed by the President, with the advice and consent of the Senate. Such nominations shall be referred to the Committee on Banking, Housing, and Urban Affairs of the Senate. “(B) Political affiliation.—The independent members shall not be members of the same political party. No independent member of the Oversight Board shall hold any other appointed office during his or her term as a member. “(C) Chairperson.—The Chairperson of the Oversight Board shall be the Secretary of the Treasury. “(D) Term of office.—The term of each member (other than the independent members) of the Oversight Board shall expire when such member has fulfilled all of his or her responsibilities under this section and section 21B. The term of each independent member shall be 3 years. “(E) Quorum required.—A quorum shall consist of 3 members of the Oversight Board and all decisions of the Board shall require an affirmative vote of at least a majority of the members voting. “(4) Compensation and expenses.— “(A) Expenses.—Members of the Oversight Board shall receive allowances in accordance with subchapter I of chapter 57 of title 5, United States Code, for necessary expenses of travel, lodging, and subsistence incurred in attending meetings and other activities of the Oversight Board, as set forth in the bylaws issued by the Oversight Board. “(B) No additional compensation for united states officers or employees.—Members of the Oversight Board (other than independent members) shall receive no additional pay by reason of service on such Board. “(C) Compensation for independent members.—The independent members of the Oversight Board shall be paid at a rate equal to the daily equivalent of the rate of basic pay for level II of the Executive Schedule for each day (including travel time) during which such member is engaged in the actual performance of duties of the Oversight Board. 103 STAT. 365 “(5) Powers.—The Oversight Board shall be a body corporate that shall have the power to— “(A) adopt, alter, and use a corporate seal; “(B) provide for a principal or executive officer and such other officers and employees as may be necessary to perform the functions of the Oversight Board, define their duties, and require surety bonds or make other provisions against losses occasioned by acts of such persons; “(C) fix the compensation and number of, and appoint, employees for any position established by the Oversight Board; “(D) set and adjust rates of basic pay for employees of the Oversight Board without regard to the provisions of chapter 51 or subchapter in of chapter 53 of title 5, United States Code; “(E) provide additional compensation and benefits to employees of the Oversight Board if the same type of compensation or benefits are then being provided by any other Federal bank regulatory agency or, if not then being provided, could be provided by such an agency under applicable provisions of law, rule, or regulation; in setting and adjusting the total amount of compensation and benefits for employees of the Oversight Board, the Oversight Board shall consult with and seek to maintain comparability with the other Federal bank regulatory agencies, except that the Oversight Board shall not in any event exceed the compensation and benefits provided by the Federal Deposit Insurance Corporation with respect to any comparable position; “(F) with the consent of any executive agency, department, or independent agency utilize the information, services, staff, and facilities of such department or agency, on a reimbursable (or other) basis, in carrying out this section; “(G) prescribe bylaws that are consistent with law to provide for the manner in which— “(i) its officers and employees are selected, and “(ii) its general operations are to be conducted; “(H) enter into contracts and modify or consent to the modification of any contract or agreement; “(I) sue and be sued in courts of competent jurisdiction; and “(J) exercise any and all powers established under this section and such incidental powers as are necessary to carry out its powers, duties, and functions under this Act. “(6) Oversight board duties and authorities.—The Oversight Board shall have the following duties and authorities with respect to the Corporation: “(A) To develop and establish overall strategies, policies, and goals for the Corporation’s activities in consultation with the Corporation, including such items as— “(i) general policies and procedures for case resolutions, the management and disposition of assets, the use of private contractors, and the use of notes, guarantees or other obligations by the Corporation; “(ii) overall financial goals, plans, and budgets; and “(iii) restructuring agreements described in subsection (b)(11)(B). 103 STAT. 366 “(B) To approve prior to implementation periodic financing requests developed by the Corporation. “(C) To review all rules, regulations, principles, procedures, and guidelines that may be adopted or announced by the Corporation. After consultation with the Corporation, the Oversight Board may require the modification of any such rules, regulations, principles, procedures, or guidelines except that the rules, regulations, principles, procedures, and guidelines relating to the Corporation’s powers and activities as a conservator or receiver shall be consistent with the Federal Deposit Insurance Act. The provisions of this subparagraph shall not apply to internal administrative policies and procedures, and determinations or actions described in paragraph (8) of this subsection. “(D) To review the overall performance of the Corporation on a periodic basis, including its work, management activities, and internal controls, and the performance of the Corporation relative to approved budget plans. “(E) To require from the Corporation any reports, documents, and records it deems necessary to carry out its oversight responsibilities. “(F) To establish a national advisory board and regional advisory boards. “(G) To authorize the use of proceeds from any funds provided by the Treasury to the Corporation and from any financing by the Resolution Funding Corporation established pursuant to section 21B of this Act consistent with the approved budget and financial plans of the Corporation and to oversee the collection of funds by the Resolution Funding Corporation. “(H) To evaluate audits by the Inspector General and other congressionally required audits. “(I) To have general overnight over the Resolution Funding Corporation as provided under section 21B of this Act. “(J) To authorize, as appropriate, the Corporation’s sale of capital certificates to the Resolution Funding Corporation. “(7) Transition policies.—Until such time as the Oversight Board and the Corporation (consistent with paragraph (6) and subsection (b)(12)) adopt strategies, policies, goals, regulations, rules, operating principles, procedures, or guidelines, the Corporation may carry out its duties in accordance with the strategies, policies, goals, regulations, rules, operating principles, procedures, or guidelines of the Federal Deposit Insurance Corporation, notwithstanding the provisions of section 553 of title 5, United States Code. “(8) Limitation on authority.— “(A) In general.—The Corporation shall have the authority, without any prior review, approval, or disapproval by the Oversight Board, to make such determinations and take such actions as it deems appropriate with respect to case-specific matters (i) involving individual case resolutions, (ii) asset liquidations, or (iii) day-to-day operations of the Corporation. The preceding sentence in no way limits the authority of the Oversight Board to provide general policies and procedures. 103 STAT. 367 “(B) Federal deposit insurance corporation.—Nothing contained in this section shall give the Oversight Board authority over the activities, powers, or functions of the Federal Deposit Insurance Corporation except to the extent provided in this section and only with respect to the activities of the Federal Deposit Insurance Corporation in carrying out the responsibilities of the Corporation. The Federal Deposit Insurance Corporation shall be subject to the obligations, responsibilities, duties, and restrictions imposed by this section only to the extent it is carrying out the functions of the Corporation. “(9) Delegation.—Except with respect to the meetings required by paragraph (10), nothing in this section shall preclude a member of the Oversight Board who is a public official from delegating his or her authority to an employee or officer of such member’s agency or organization, if such employee or officer has been appointed by the President with the advice and consent of the Senate. For purposes of the preceding sentence, the Chairman of the Board of Governors of the Federal Reserve System may delegate his or her authority to another member of the Board of Governors. “(10) Quarterly meetings.—Not less than 4 times each year, the Oversight Board shall conduct open meetings to establish and review the general policy of the Corporation and to consider such other standards, policies, and procedures necessary to carry out its functions under this Act. “(11) Power to remove; jurisdiction.—Notwithstanding any other provision of law, any civil action, suit, or proceeding to which the Oversight Board is a party shall be deemed to arise under the laws of the United States, and the United States district courts shall have original jurisdiction. The Oversight Board may, without bond or security, remove any such action, suit, or proceeding from a State court to a United States District Court or to the United States District Court for the District of Columbia. “(12) Administrative expenses.—The administrative expenses of the Oversight Board shall be paid by the Corporation, upon request of the Oversight Board. “(13) Standards, policies, procedures, guidelines, and statements.—The Oversight Board may issue rules, regulations, standards, policies, procedures, guidelines, and statements as the Oversight Board considers necessary or appropriate to carry out its authorities and duties under this Act which shall be promulgated pursuant to subchapter II of chapter 5 of title 5, United States Code. “(14) Strategic plan for corporation operations.— “(A) In general.—The Oversight Board shall, subject to paragraph (6), develop a strategic plan for conducting the Corporation’s functions and activities. The Oversight Board shall submit the strategic plan to the Congress not later than December 31, 1989. “(B) Provisions of plan.—The strategic plan and implementing policies and procedures required under this paragraph shall at a minimum contain the following: “(i) Factors the Corporation shall consider in deciding the order in which failed institutions or categories of failed institutions will be resolved. 103 STAT. 368 “(ii) Standards the Corporation shall use to select the appropriate resolution action for a failed institution. “(iii) With respect to assisted acquisitions, factors the Corporation shall consider in deciding whether non-performing assets of the failed institution will be transferred to the acquiring institution rather than retained by the Corporation for management and disposal. “(iv) Plans for the disposition of assets. “(v) Management objectives by which the Corporation’s progress in carrying out its duties under this section can be measured. “(vi) A plan for the organizational structure and staffing of the Corporation, including an assessment of the extent to which the Corporation will perform asset management functions and other duties through contracts with public and private entities. “(vii) Consideration of whether incentives should be included in asset management contracts to promote active and efficient asset management. “(viii) Standards for adequate competition and fair and consistent treatment of offerors. “(ix) Standards that prohibit discrimination on the basis of race, sex, or ethnic group in the solicitation and consideration of offers. “(x) Procedures for the active solicitation of offers from minorities and women. “(xi) Procedures requiring that unsuccessful offerors be notified in writing of the decision within 30 days after the offer has been rejected. “(xii) Procedures for establishing the market value of assets based upon standard market analysis, valuation, and appraisal practices. “(xiii) Procedures requiring the timely evaluation of purchase offers for an institution. “(xiv) Procedures for bulk sales and auction marketing of assets. “(xv) Guidelines for determining if the value of an asset has decreased so that no reasonable recovery is anticipated. In such cases, the Corporation may consider potential public uses of such asset including providing housing for lower income families (including the homeless), day care centers for the children of Iowan d moderate-income families, or such other public purpose designated by the Secretary of Housing and Urban Development. “(xvi) Guidelines for the conveyance of assets to units of general local government, States, and public agencies designated by a unit of general local government or a State, for use in connection with urban homesteading programs approved by the Secretary of Housing and Urban Development under section 810 of the Housing and Community Development Act of 1974. “(xvii) Policies and procedures for avoiding political favoritism and undue influence in contracts and decisions made by the Oversight Board and the Corporation. 103 STAT. 369 “(15) Termination.—The Oversight Board shall terminate not later than 60 days after the Oversight Board fulfills all of its responsibilities under this Act. “(b) Resolution Trust Corporation Established.— “(1) Establishment.— “(A) In general.—There is hereby established a Corporation to be known as the Resolution Trust Corporation which shall be an instrumentality of the United States. “(B) Status.—The Corporation shall be deemed to be an agency of the United States for purposes of subchapter n of chapter 5 and chapter 7 of title 5, United States Code, when it is acting as a corporation. The Corporation, when it is acting as a conservator or receiver of an insured depository institution, shall be deemed to be an agency of the United States to the same extent as the Federal Deposit Insurance Corporation when it is acting as a conservator or receiver of an insured depository institution. “(C) FDIC as exclusive manager.—Immediately upon enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989, the Federal Deposit Insurance Corporation shall be authorized to and shall perform all responsibilities of the Corporation, and shall continue to do so unless removed pursuant to subsection (m). “(2) Government corporation.—Notwithstanding the fact that no Government funds may be invested in the Corporation, the Corporation shall be treated, for purposes of sections 9105, 9107, and 9108 of title 31, United States Code, as a mixed-ownership Government corporation which has capital of the Government. “(3) Duties.—The duties of the Corporation shall be to carry out a program, under the general oversight of the Oversight Board and through the Federal Deposit Insurance Corporation (or any replacement authorized pursuant to subsection (m)), including: “(A) To manage and resolve all cases involving depository institutions— “(i) the accounts of which were insured by the Federal Savings and Loan Insurance Corporation before the enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989; and “(ii) for which a conservator or receiver— “(I) had been appointed at any time during the period beginning on January 1, 1989, and ending on the date of the enactment of such Act (including any institution described in paragraph (6)); or “(II) is appointed within the 3-year period beginning on the date of the enactment of such Act. “(B) To manage the Federal Asset Disposition Association, subject to the provisions of subsection (f). “(C) To conduct the operations of the Corporation in a manner which— “(i) maximizes the net present value return from the sale or other disposition of institutions described in subparagraph (A) or the assets of such institutions; “(ii) minimizes the impact of such transactions on local real estate and financial markets; 103 STAT. 370 “(iii) makes efficient use of funds obtained from the Funding Corporation or from the Treasury; “(iv) minimizes the amount of any loss realized in the resolution of cases; and “(v) maximizes the preservation of the availability and affordability of residential real property for low- and moderate-income individuals. “(D) To perform any other function authorized under this section. “(4) Conservatorship, receivership, and assistance powers.—Except as provided in paragraph (5) and in addition to any other provision of this section, the Corporation shall have the same powers and rights to carry out its duties with respect to institutions described in paragraph (3)(A) as the Federal Deposit Insurance Corporation has under sections 11,12, and 13 of the Federal Deposit Insurance Act with respect to insured depository institutions (as defined in section 3 of the Federal Deposit Insurance Act). “(5) Limitation on paragraph (4) powers.—The Corporation— “(A) may not obligate the Federal Deposit Insurance Corporation or any funds of the Federal Deposit Insurance Corporation; and “(B) in connection with providing assistance to an institution under this subsection, shall be subject to the limitations contained in section 13(c)(4) of the Federal Deposit Insurance Act. “(6) Successor to fslic as conservator or receiver.—As of the date of enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989, the Corporation shall succeed the Federal Savings and Loan Insurance Corporation as conservator or receiver with respect to any institution for which the Federal Savings and Loan Insurance Corporation was appointed conservator or receiver during the period beginning on January 1, 1989 and ending on such date of enactment. “(7) Obligations and guarantees.—The Corporation’s authority to issue obligations and guarantees shall be subject to general supervision by the Oversight Board under subsection (a) and shall be consistent with subsection (j). “(8) Board of directors,— “(A) In general.—Except as provided in subsection (m), the Board of Directors of the Federal Deposit Insurance Corporation shall serve as the Board of Directors of the Corporation. “(B) Chairperson.—Except as provided in subsection (m), the Chairperson of the Board of Directors of the Federal Deposit Insurance Corporation shall serve as the Chairperson of the Board of Directors of the Corporation. “(C) Compensation.—Members of the Board of Directors of the Corporation shall receive no pay, allowances, or benefits from the Corporation by reason of their service on the Board of Directors, but shall receive allowances in accordance with subchapter I of chapter 57 of title 5, United States Code, for necessary expenses of travel, lodging, and subsistence incurred in attending meetings and other activities of the Board of Directors, as set forth in the bylaws issued by the Board of Directors. 103 STAT. 371 “(9) Staff.— “(A) In general.—Unless the Oversight Board exercises its authority under subsection (m), the Corporation itself shall have no employees. “(B) Utilization of personnel of other agencies.— “(i) FDIC.—The Federal Deposit Insurance Corporation, when acting as the exclusive manager of the Corporation, shall (subject to subsection (a)(6)) receive reimbursement from the Corporation for all services performed for the Corporation. Such reimbursement may not exceed the actual and reasonable cost incurred by the Federal Deposit Insurance Corporation in performing such services. “(ii) Other agencies.—With the agreement of any executive department or agency, the Corporation may utilize the personnel of any such executive department or agency on a reimbursable basis to cover actual and reasonable expenses. “(10) Corporate powers.—The Corporation shall have the following powers: “(A) To adopt, alter, and use a corporate seal. “(B) In the event the Oversight Board exercises its authority under subsection (m), the Corporation shall provide for a chief executive officer, 1 or more vice presidents, a secretary, a general counsel, a treasurer, and such other officers, employees, attorneys, and agents as the Corporation may determine to be necessary, define the duties of such officers or employees, and require surety bonds or make other provisions against losses occasioned by acts of such individuals. “(C) To enter into contracts and modify, or consent to the modification of, any contract or agreement to which the Corporation is a party or in which the Corporation has an interest under this section. “(D) To make advance, progress, or other payments. “(E) To acquire, hold, lease, mortgage, maintain, or dispose of, at public or private sale, real and personal property, and otherwise exercise all the usual incidents of ownership of property necessary and convenient to the operations of the Corporation. “(F) To sue and be sued in its corporate capacity in any court of competent jurisdiction. “(G) To deposit any securities or funds held by the Corporation in any facility or depositary described in section 13(b) of the Federal Deposit Insurance Act under the terms and conditions applicable to the Federal Deposit Insurance Corporation under such section 13(b) and pay fees thereof and receive interest thereon. “(H) To take warrants, voting and nonvoting equity, or other participation interests in institutions or assets or properties of institutions described in paragraph (3)(A) and paragraph (U)(A)(iv). “(I) To use the United States mails in the same manner and under the same conditions as other departments and agencies of the United States. “(J) To prescribe through its Board of Directors bylaws that shall be consistent with law. 103 STAT. 372 “(K) To make loans. “(L) To prepare reports and provide such reports, documents, and records to the Oversight Board as required by this section. “(M) To issue capital certificates to the Resolution Funding Corporation consistent with the provisions of section 21B of this Act in the following manner: “(i) Authorization to issue.—The Corporation is hereby authorized to issue to the Resolution Funding Corporation nonvoting capital certificates. “(ii) Requirement relating to the amount of certificates.—The amount of certificates issued by the Corporation under clause (i) shall be equal to the aggregate amount of funds provided by the Resolution Funding Corporation to the Corporation under section 21B. “(iii) Certificates may be issued only to the resolution funding corporation.—Capital certificates issued under clause (i) may be issued only to the Resolution Funding Corporation in the manner and to the extent provided in section 21B and this section. “(iv) No dividends.—The Corporation shall not pay dividends on any capital certificates issued under this section. “(N) To exercise any other power established under this section and such incidental powers as are necessary to carry out its duties and functions under this section. “(11) Special powers.— “(A) In general.—In addition to the powers of the Corporation described in paragraph (10), the Corporation shall have the following powers: “(i) Contracts.—The Corporation may enter into contracts with any person, corporation, or entity, including State housing finance authorities (as such term is defined in section 1301 of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989) and insured depository institutions, which the Corporation determines to be necessary or appropriate to carry out its responsibilities under this section. Such contracts shall be subject to the procedures adopted pursuant to paragraph (12). “(ii) Utilization of private sector.—In carrying out the Corporation’s duties under this section, the Corporation and the Federal Deposit Insurance Corporation shall utilize the services of private persons, including real estate and loan portfolio asset management, property management, auction marketing, and brokerage services, if such services are available in the private sector and the Corporation determines utilization of such services are practicable and efficient. “(iii) Mergers and consolidations.—The Corporation may require a merger or consolidation of an institution or institutions over which the Corporation has jurisdiction, if such merger or consolidation is consistent with section 13(c)(4) of the Federal Deposit Insurance Act. 103 STAT. 373 “(iv) Organization of savings associations.—The Corporation may organize 1 or more Federal savings associations— “(I) which shall be chartered by the Director of the Office of Thrift Supervision, “(II) the deposits of which, if any, shall be insured by the Federal Deposit Insurance Corporation through the Savings Association Insurance Fund, and “(III) which shall operate in accordance with subsection (e). “(v) Organization of bridge banks.—The Corporation may organize 1 or more bridge banks pursuant to subsection (i) of section 11 of the Federal Deposit Insurance Act with respect to any institution described in paragraph (3)(A) which becomes a bank. Such bridge bank shall be subject to subsection (e). “(B) Review of prior cases.—The Corporation shall— “(i) review and analyze all insolvent institution cases resolved by the Federal Savings and Loan Insurance Corporation between January 1, 1988, and the date of enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989, and actively review all means by which it can reduce costs under existing Federal Savings and Loan Insurance Corporation agreements relating to such cases, including restructuring such agreements; “(ii) evaluate the costs under existing Federal Savings and Loan Insurance Corporation agreements with regard to the following— “(I) capital loss coverage, “(II) yield maintenance guarantees, “(III) forbearances, “(IV) tax consequences, and “(V) any other relevant cost consideration; “(iii) review the bidding procedures used in resolving such cases in order to determine whether the bidding and negotiating processes were sufficiently competitive; and “(iv) report to the Oversight Board and the Congress pursuant to subsection (k). The Corporation shall exercise any and all legal rights to modify, renegotiate, or restructure such agreements where savings would be realized by such actions. The cost or income of any modification shall be a liability or an asset of the Corporation or the FSLIC Resolution Fund as determined by the Oversight Board. Nothing in this paragraph shall be construed as granting the Corporation any legal rights to modify, renegotiate, or restructure agreements between the Federal Savings and Loan Insurance Corporation and any other party, which did not exist prior to the date of enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989. “(12) Regulations, policies, and procedures.— “(A) In general.—Subject to the review of the Oversight Board, the Corporation shall adopt the rules, regulations, standards, policies, procedures, guidelines, and statements 103 STAT. 374necessary to implement the strategic plan established by the Oversight Board under subsection (a)(14). The Corporation may issue such rules, regulations, standards, policies, procedures, guidelines, and statements as the Corporation considers necessary or appropriate to carry out this section. “(B) Review, etc.—Such rules, regulations, standards, policies, procedures, guidelines, and statements— “(i) shall be provided by the Corporation to the Oversight Board promptly or prior to publication or announcement to the extent practicable; “(ii) shall be subject to the review of the Oversight Board as provided in subsection (a)(6)(C); and “(iii) shall be promulgated pursuant to subchapter II of chapter 5 of title 5, United States Code. “(C) Preparation and maintenance of records relating to solicitation and acceptance of offers.—The Corporation shall— “(i) document decisions made in the solicitation and selection process and the reasons for the decisions; and “(ii) maintain such documentation in the offices of the Corporation, as well as any other documentation relating to the solicitation and selection process. “(D) Distressed areas.— “(i) In general.—In developing its implementing policies, the Corporation shall take the action described in clause (ii) to avoid adverse economic impact for those real estate markets that are distressed. “(ii) Valuation and disposition.—The Corporation shall establish an appraisal or other valuation method for determining the market value of real property. With respect to a real property asset with a market value in excess of a certain dollar limit (such limit to be determined by the Board of Directors of the Corporation), consideration shall be given to the volume of assets above such limit and the potential impact of sales in such distressed areas. The Corporation shall not sell a real property asset located in a distressed area without obtaining at least the minimum disposition price, unless a determination has been made that such a transaction furthers the objectives set forth in paragraph (3)(C). “(iii) Exception.—The provisions of this subparagraph shall not apply to any property as long as such property is subject to the requirements of subsection (c). “(E) Definitions.—For the purposes of this subsection— “(i) The term ‘minimum disposition price’ means 95 percent of the market value established by the Corporation. The Board of Directors, in its discretion, may change the percentage set forth in this definition from time to time if the Board of Directors determines that such change does not adversely impact the objectives set forth in paragraph (3)(C). “(ii) The term ‘sell a real property asset’ means to convey all title and interest in a piece of tangible real property in which the Corporation has a fee simple or equivalent interest. The term ‘real property’ does not 103 STAT. 375include loans secured by real property, joint ventures, participation interests, options, or other similar interests. In addition, the term ‘sell’ does not include hypothecation of assets, issuance of asset backed securities, issuance of joint ventures, or participation interests, or other similar activities. “(iii) The term ‘distressed area’ means the geographic areas in those political subdivisions designated from time to time by the Board of Directors as having depressed real estate markets. Until the Board of Directors designates otherwise, such distressed areas shall be the States of Arkansas, Colorado, Louisiana, New Mexico, Oklahoma, and Texas. “(iv) The term ‘market value’ means the most probable price which a property should bring in a competitive and open market if— “(I) all conditions requisite to a fair sale are present, “(II) the buyer and seller are acting prudently and are knowledgable, and “(III) the price is not affected by any undue stimulus. “(F) Real estate asset division.—The Corporation shall establish a Real Estate Asset Division to assist and advise the Corporation with respect to the management, sale, or other disposition of real property assets of institutions described in paragraph (3)(A). The Real Estate Asset Division shall have such duties as the Corporation establishes, including the publication of an inventory of real property assets of institutions subject to the jurisdiction of the Corporation. Such inventory shall be published before January 1, 1990 and updated semiannually thereafter and shall identify properties with natural, cultural, recreational, or scientific values of special significance. “(13) Periodic financing requests.—The Corporation shall provide the Oversight Board with periodic financing requests which shall detail— “(A) anticipated funding requirements for operations, case resolution, and asset liquidation, “(B) anticipated payments on previously issued notes, guarantees, other obligations, and related activities, and “(C) any proposed use of notes, guarantees or other obligations. Such financing requests shall be submitted on a quarterly basis or such other period as the Oversight Board determines necessary. Following approval by the Oversight Board, such requests shall form the basis for expending funds provided by the Treasury, for transferring funds from the Resolution Funding Corporation to the Corporation and the issuance of capital certificates by the Corporation in exchange therefor. “(14) Fiscal year 1989 funding.— “(A) Funds from treasury.—The Secretary of the Treasury shall provide the Corporation with the sum of $18,800,000,000 in fiscal year 1989, and for such purpose the Secretary is authorized to use as a public debt transaction the proceeds of the sale of any securities hereafter issued under chapter 31 of title 31, United States Code. 103 STAT. 376 “(B) Funds from resolution funding corporation.—The Resolution Funding Corporation shall provide the Corporation with such sums authorized pursuant to section 21B(e)(8) and the Corporation shall issue capital certificates in exchange therefor. “(c) Disposition of Eligible Residential Properties.— “(1) Purpose.—The purpose of this subsection is to provide homeownership and rental housing opportunities for very low- income, lower-income, and moderate-income families. “(2) Rules governing disposition of eligible single family properties.— “(A) Notice to clearinghouses.—Within a reasonable period of time after acquiring title to an eligible single family property, the Corporation shall provide written notice to clearinghouses. Such notice shall contain basic information about the property, including but not limited to location, condition, and information relating to the estimated fair market value of the property. Each clearing-house shall make such information available, upon request, to other public agencies, other nonprofit organizations, and qualifying households. The Corporation shall allow public agencies, nonprofit organizations, and qualifying households reasonable access to eligible single family property for purposes of inspection. “(B) Offers to sell single family properties to non-profit organizations, public agencies, and qualifying households.—For the 3-month period following the date on which the Corporation makes an eligible single family property available for sale, the Corporation shall offer to sell the property to (i) qualifying households, or (ii) public agencies or nonprofit organizations that agree to (I) make the property available for occupancy by and maintain it as affordable for lower-income families for the remaining useful life of such property, or CH) make the property available for purchase by such families. The restrictions described in subclause (I) of the preceding sentence shall be contained in the deed or other recorded instrument. If upon the expiration of such 3-month period, no qualifying household, public agency, or nonprofit organization has made a bona fide offer to purchase the property, the Corporation may offer to sell the property to any purchaser. The Corporation shall actively market eligible single family properties for sale to lower-income families. “(3) Rules governing disposition of eligible multifamily housing properties.— “(A) Notice to clearinghouses.—Within a reasonable period of time after acquiring title to an eligible multifamily housing property, the Corporation shall provide written notice to clearinghouses. Such notice shall contain basic information about the property, including but not limited to location, number of units (identified by number of bedrooms), and information relating to the estimated fair market value of the property. The clearinghouses shall make such information available, upon request, to qualifying multifamily purchasers. The Corporation shall allow qualifying multifamily purchasers reasonable access to an 103 STAT. 377eligible multifamily housing property for purposes of inspection. “(B) Expression of serious interest.—Qualifying multi-family purchasers may give written notice of serious interest in a property during a period ending 90 days after the time the Corporation provides notice under subparagraph (A), or until the Corporation determines that a property is ready for sale, whichever occurs first. Such notice of serious interest shall be in such form and include such information as the Corporation may prescribe. “(C) Notice of readiness for sale.—Upon determining that a property is ready for sale the Corporation shall provide written notice to any qualifying multifamily purchaser that has expressed serious interest in the property. Such notice shall specify the minimum terms and conditions for sale of the property. “(D) Offers to purchase.—A qualifying multifamily purchaser receiving notice in accordance with subparagraph (C) shall have 45 days (from the date notice is received) to make a bona fide offer to purchase a property. The Corporation shall accept an offer that complies with the terms and conditions established by the Corporation. “(E) Lower-income occupancy requirements.—Not less than 35 percent of all dwelling units purchased by a qualifying multifamily purchaser under subparagraph (D) shall be made available for occupancy by and maintained as affordable for lower-income families during the remaining useful life of the property in which the units are located, provided that not less than 20 percent of all units shall be made available for occupancy Dy and maintained as affordable for very low-income families during the remaining useful life of such property, if a single entity purchases more than 1 eligible property as part of the same negotiation, the requirements of this subparagraph shall apply in the aggregate to the properties so purchased. The requirements of this subparagraph shall be contained in the deed or other recorded instrument. “(F) Sale of multifamily properties to other purchasers.— “(i) If, upon the expiration of the period referred to in subparagraph (B), no qualifying multifamily purchaser has expressed serious interest in a property, the Corporation may offer to sell the property, individually or in combination with other properties, to any purchaser. “(ii) The Corporation may not sell in combination with other properties any property which a qualifying multifamily purchaser has expressed serious interest in purchasing individually. “(iii) If, upon the expiration of the period referred to in subparagraph (D), no qualifying multifamily purchaser has made an offer to purchase the property, the Corporation may sell the property, individually or in combination with other properties, to any purchaser. “(G) Exemptions.— “(i) Continued occupancy of current residents.—No purchaser of an eligible multifamily housing property may terminate the occupancy of any person resid-103 STAT. 378ing in the property on the date of purchase for purposes of meeting the lower-income occupancy requirement applicable to the property under subparagraph (E). The purchaser shall be in compliance with this paragraph if each newly vacant dwelling unit is reserved for lower-income occupancy until the lower-income occupancy requirement is met. “(ii) Financial infeasibility.—The Secretary of Housing and Urban Development or the State housing finance agency for the State in which the property is located may temporarily reduce the lower-income occupancy requirements applicable to any property under subparagraph (E), if the Secretary or the applicable State housing finance agency determines that an owner’s compliance with such requirements is no longer financially feasible. The owner of the property shall make a good-faith effort to return lower-income occupancy to the level required by subparagraph (E), and the Secretary of Housing and Urban Development or the State housing finance agency, as appropriate, shall review the reduction annually to determine whether financial infeasibility continues to exist. “(4) Rent limitations.— “(A) In general.—With respect to properties under subparagraph (B), rents charged to tenants for units made available for occupancy by very-low income families shall not exceed 30 percent of the adjusted income of a family whose income equals 50 percent of the median income for the area, as determined by the Secretary, with adjustment for family size. Rents charged to tenants for units made available for occupancy by lower-income families other than very low-income families shall not exceed 30 percent of the adjusted income of a family whose income equals 65 percent of the median income for the area, as determined by the Secretary, with adjustment for family size. “(B) Applicability.—The rent limitations under this paragraph shall apply to any eligible single-family property sold pursuant to paragraph (2)(B)(ii)(I) and to any multifamily housing property sold pursuant to paragraph (3). “(5) Preference for sales.—When selling any eligible multi-family housing property or combinations of eligible residential properties, the Corporation shall give preference, among substantially similar offers, to the offer that would reserve the highest percentage of dwelling units for occupancy or purchase by very low-income families and lower-income families and would retain such affordability for the longest term. “(6) Financing of sale.— “(A) Assistance by corporation.— “(i) Sale price.—The Corporation shall establish a market value for each eligible residential property. The Corporation shall sell eligible residential property at the net realizable market value. The Corporation may agree to sell an eligible single family property at a price below the net realizable market value to the extent necessary to facilitate an expedited sale of the property and enable a lower-income family to purchase the property. The Corporation may agree to sell eligible 103 STAT. 379residential property at a price below the net realizable market value to the extent necessary to facilitate an expedited sale of such property and enable a public agency or nonprofit organization to comply with the lower-income occupancy requirements applicable to such property under paragraphs (2) and (3). “(ii) Purchase loan.—The Corporation may provide a loan at market interest rates to the purchaser of eligible residential property for all or a portion of the purchase price, which loan shall be secured by a first or second mortgage on the property. The Corporation may provide such a loan at below market interest rates to the extent necessary to facilitate an expedited sale of eligible residential property and permit (I) a lower-income family to purchase an eligible single family property under paragraph (2); or (II) a public agency or nonprofit organization to comply with the lower-income occupancy requirements applicable to the purchase of an eligible residential property under paragraph (2) or (3). The Corporation shall provide such loan in a form which would permit its sale or transfer to a subsequent holder. “(B) Assistance by hud.—The Secretary shall take such action as may be necessary to expedite the processing of applications for assistance under section 202 of the Housing Act of 1959, the United States Housing Act of 1937, title IV of the Stewart B. McKinney Homeless Assistance Act, section 810 of the Housing and Community Development Act of 1974, and the National Housing Act to enable any organization or individual to purchase eligible residential property. “(C) Assistance by fmha.—The Secretary of Agriculture shall take such actions as may be necessary to expedite the processing of applications for assistance under title V of the Housing Act of 1949 to enable any organization or individual to purchase eligible residential property. “(7) Contracting rules.—Contracts entered into under this subsection shall not be subject to the requirements of subsection (b)(11)(A). “(8) Use of secondary market agencies.— “(A) In general.—In the disposition of eligible residential properties, the Corporation shall, in consultation with the Secretary, explore opportunities to work with secondary market entities to provide housing for lower- and moderate-income families. “(B) Credit enhancement.—With respect to such Corporation properties, the Secretary may, consistent with statutory authorities, work through the Federal Housing Administration, the Government National Mortgage Association, the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation, and other secondary market entities to develop risk sharing structures, mortgage insurance, and other credit enhancements to assist in the provision of property ownership, rental, and cooperative housing opportunities for lower- and moderate-income families. 103 STAT. 380 “(C) Report.—In the annual report submitted by the Secretary to the Congress, the Secretary shall include a detailed description of his activities under this paragraph, including recommendations for such additional authorization as he deems necessary to implement the provisions of this subsection. “(9) Definitions.—For purposes of this subsection— “(A) Adjusted income.—The term ‘adjusted income’ has the same meaning as such term has under section 3 of the United States Housing Act of 1937. “(B) Clearinghouses.—The term ‘clearinghouses’ means— “(i) the State housing finance agency for the State in which an eligible residential property is located, “(ii) the Office of Community Investment (or other comparable division) within the Federal Housing Finance Board, and “(iii) any national nonprofit organizations (including any nonprofit entity established by the corporation established under title IX of the Housing and Community Development Act of 1968) that the Corporation determines has the capacity to act as a clearinghouse for information. “(C) Corporation.—The term ‘Corporation’ means the Resolution Trust Corporation either in its corporate capacity or as receiver, but does not include the Corporation in its capacity as an operating conservator. “(D) Eligible multifamily housing property.—The term ‘eligible multifamily housing property’ means a property consisting of more than 4 dwelling units— “(i) to which the Corporation acquires title; and “(ii) that has an appraised value that does not exceed the applicable dollar amount set forth in section 221(d)(3)(ii) of the National Housing Art for elevator-type structures (without regard to any increase of such amount for high-cost areas). “(E) Eligible residential property.—The term ‘eligible residential property’ includes eligible single family properties and eligible multifamily housing properties. “(F) Eligible single family property.—The term ‘eligible single family property’ means a 1- to 4-family residence (including a manufactured home)— “(i) to which the Corporation acquires title; and “(ii) that has an appraised value that does not exceed the applicable dollar amount set forth in the first sentence of section 203(b)(2) of the National Housing Act (without regard to any increase of such amount for high-cost areas). “(G) Lower-income families.—The term ‘lower-income families’ means families and individuals whose incomes do not exceed 80 percent of the median income of the area involved, as determined by the Secretary, with adjustment for family size. “(H) Net realizable market value.—The term ‘net realizable market value’ means a price below the market value that takes into account (i) any reductions in holding costs resulting from the expedited sale of a property, includ-103 STAT. 381ing but not limited to foregone real estate taxes, insurance, maintenance costs, security costs, and loss of use of Funds, and (ii) the avoidance, where applicable, of fees paid to real estate brokers, auctioneers, or other individuals or organizations involved in the sale of property owned by the Corporation. “(I) Nonprofit organization.—The term ‘nonprofit organization’ means a private organization (including a limited equity cooperative)— “(i) no part of the net earnings of which inures to the benefit of any member, shareholder, founder, contributor, or individual; and “(ii) that is approved by the Corporation as to financial responsibility. “(J) Public agency.—The term ‘public agency’— “(i) means any Federal, State, local, or other governmental entity; and “(ii) includes any public housing agency. “(K) Qualifying household.—The term ‘qualifying household’ means a household (i) who intends to occupy eligible single family property as a principle residence; and (ii) whose adjusted income does not exceed 115 percent of the median income for the area, as determined by the Secretary, with adjustment for family size. “(L) Qualifying multifamily purchaser.—The term ‘qualifying multifamily purchaser’ means (i) a public agency, (ii) a nonprofit organization, or (iii) a for-profit entity which makes a commitment (for itself or any related entity) to satisfy the lower-income occupancy requirements specified under paragraph (3)(E) for any eligible multifamily property for which an offer to purchase is made during or after the periods specified under paragraph (3). “(M) Rural area.—The term ‘rural area’ has the meaning given such term in section 520 of the Housing Act of 1949. “(N) Secretary.—The term ‘Secretary’ means the Secretary of the Housing and Urban Development. “(O) State housing finance agency.—The term ‘State housing finance agency’ means the public agency, authority, corporation, or other instrumentality of a State that has the authority to provide residential mortgage loan financing throughout such State. “(P) Very low-income families.—The term ‘very-low income families’ means families and individuals whose incomes do not exceed 50 percent of the median income of the area involved, as determined by the Secretary, with adjustment for family size. “(10) Exception.—The provisions of this subsection shall not apply whenever the Corporation as receiver contracts to sell all or substantially all of the assets of a closed savings association to an insured depository institution (as defined in section 3 of the Federal Deposit Insurance Act). “(11) Third party rights.— “(A) In general.—The provisions of this subsection, or any failure by the Corporation to comply with such provisions, may not be used by any person to attack or defeat any title to property once it is conveyed by the Corporation. 103 STAT. 382 “(B) Lower-income occupancy.—The lower-income occupancy requirements specified under paragraphs (2) and (3) shall be judicially enforceable against purchasers of property under this subsection or their successors in interest by affected very low- and lower-income families, State housing finance agencies, and any agency, corporation, or authority of the United States Government. The parties specified in the preceding sentence shall be entitled to reasonable attorney fees upon prevailing in any such judicial action. “(C) Clearinghouse.—A clearinghouse shall not be subject to suit for its failure to comply with the requirements of this subsection. “(d) National and Regional Advisory Boards.— “(1) National advisory board.— “(A) Establishment.—The Oversight Board shall establish a national advisory board to provide information to the Oversight Board, and to advise that Board on policies and programs for the sale or other disposition of real property assets of institutions which are described in subsection (b)(3)(A). “(B) Membership.—The national advisory board shall consist of— “(i) a chairperson appointed by the Oversight Board; and “(ii) the chairpersons of any regional advisory boards established pursuant to paragraph (2). “(C) Meetings.—The national advisory board shall meet 4 times a year, or more frequently if requested by the Corporation. “(2) Regional advisory boards.— “(A) Establishment.—The Oversight Board shall establish not less than 6 regional advisory boards to advise the Corporation on the policies and programs for the sale or other disposition of real property assets of institutions described in subsection (b)(3)(A). Such regional advisory boards shall be established in any region where the Oversight Board determines that there exists a significant portfolio of real property assets of institutions which are described in subsection (b)(3)(A). “(B) Membership.— “(i) Appointment.—Each regional advisory board shall consist of 5 members. Each member shall be appointed by the Oversight Board and shall serve at the pleasure of the Oversight Board. The members shall be selected from those residents of the region who will represent the views of low- and moderate-income consumers and small businesses, or who have knowledge and experience regarding business, financial, and real estate matters. “(ii) Terms.—Each member of a regional advisory board shall serve a term not to exceed 2 years, except that the Oversight Board may provide for classes of members so that the terms of not more than 3 members of any such board shall expire in any 1 year. “(C) Meetings.—Each regional advisory board shall meet 4 times a year, or more frequently if requested by the 103 STAT. 383Corporation. A regional advisory board shall conduct its meetings in its region. “(3) Prohibition on compensation.—Members of the national and regional advisory boards shall serve without compensation, except that such members shall be entitled to receive allowances in accordance with subchapter I of chapter 57 of title 5, United States Code, for necessary expenses of travel, lodging, and subsistence incurred in attending official meetings and other activities of the boards. “(4) Treatment as advisory committee and termination of national and regional advisory boards.— “(A) Federal advisory committee act.—The national and regional advisory boards shall be subject to the provisions of the Federal Advisory Committee Act. “(B) Termination.—Notwithstanding the provisions of the Federal Advisory Committee Act, the national advisory board and any regional advisory board established pursuant to this subsection which is in existence on the date on which the Corporation terminates shall also terminate on such date. “(e) Institutions Organized by the Corporation.— “(1) Limitations on certain activities.— All insured depository institutions (as defined in section 3 of the Federal Deposit Insurance Act) organized by the Corporation under this section shall, during the period such institutions are within the control of the Corporation, be subject to such limitations, restrictions, and conditions as determined by the Corporation with respect to the following activities: “(A) Growth of assets. “(B) Lending and borrowing activities. “(C) Asset acquisitions. “(D) Use of brokered deposits. “(E) Payment of deposit rates. “(F) Setting policy or credit standards. “(G) Capital standards. “(2) Applicability of other provisions of law.—Except as otherwise provided, all insured depository institutions (defined in section 3 of the Federal Deposit Insurance Act) organized by the Corporation shall— “(A) be subject to all laws and rules otherwise applicable to them as insured depository institutions, and “(B) shall be subject to the supervision of the appropriate Federal banking agency (as that term is defined in section 3 of the Federal Deposit Insurance Act). “(f) FADA.—Before the end of the 180-day period beginning on the date of the enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989, the Corporation shall liquidate the Federal Asset Disposition Association. “(g) Exemption From State and Local Taxation.—The Corporation and the Oversight Board, the capital, reserves, surpluses, and assets of the Corporation and the Oversight Board, and the income derived from such capital, reserves, surpluses, or assets shall be exempt from State, municipal, and local taxation except taxes on real estate held by the Corporation, according to its value as other similar property held by other persons is taxed. “(h) Guarantees of FSLIC.— 103 STAT. 384 “(1) Assumption by corporation.—On the date of the enactment of this section, the Corporation shall, by operation of law (and without further action by the Corporation, the Oversight Board, the Federal Housing Finance Board, the Federal Savings and Loan Insurance Corporation, or any court), assume all rights and obligations of the Federal Savings and Loan Insurance Corporation with respect to any guarantee issued by the Federal Savings and Loan Insurance Corporation during the period beginning on January 1, 1989, and ending on such date of enactment, in connection with any loan to any savings association by any Federal Reserve bank or Federal Home Loan Bank (hereinafter in this subsection referred to as a ‘lender’). “(2) Payment by corporation.—Any obligation assumed by the Corporation for any guarantee described in paragraph (1) to any lender shall be paid by the Corporation before the end of the 1-year period beginning on the date of the enactment of this section. Payment shall be made from funds or assets available to the Corporation. “(3) Priority of claims of lenders.—Any claim by a lender with respect to any obligation assumed by the Corporation for a guarantee described in paragraph (1) shall have priority over all other secured or unsecured obligations of the Corporation. “(4) Treasury backup.—If the resources of the Corporation are insufficient to pay all the obligations assumed by the Corporation under paragraph (1) within the 1-year period, the Secretary of the Treasury shall pay the amount of any such deficiency. There are hereby appropriated to the Secretary for fiscal year 1989 and each fiscal year thereafter, such sums as may be necessary to pay such deficiency. “(i) Borrowing.— “(1) In general.—The Corporation, upon approval of the Oversight Board, is authorized to borrow from the Treasury. The Secretary of the Treasury is authorized and directed to loan to the Corporation, on such terms as may be fixed by the Secretary of the Treasury, an amount not exceeding in the aggregate $5,000,000,000 outstanding at any one time. “(2) Interest rate.—Each such loan shall bear interest at a rate determined by the Secretary of the Treasury, taking into consideration current market yields on outstanding marketable obligations of the United States of comparable maturities. “(j) Maximum Amount Limitations on Outstanding Obligations.— “(1) In general.—Notwithstanding any other provision of this section, the amount which is equal to— “(A) the sum of— “(i) the total amount of contributions received from the Resolution Funding Corporation; and “(ii) the total amount of outstanding obligations of the Corporation; minus “(B) the sum of— “(i) the amount of cash held by the Corporation; and “(ii) the amount which is equal to 85 percent of the Corporation’s estimate of the fair market value of other assets held by the Corporation, may not exceed $50,000,000,000. 103 STAT. 385 “(2) Outstanding obligation defined.—For purposes of this subsection (other than paragraph (3)), the term ‘outstanding obligation’ includes— “(A) any obligation or other liability assumed by the Corporation from the Federal Savings and Loan Insurance Corporation under this section or pursuant to any provision of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989; “(B) any guarantee issued by the Corporation; “(C) the total of the outstanding amounts borrowed from the Secretary of the Treasury pursuant to subsection (i); and “(D) any other obligation for which the Corporation has a direct or contingent liability to pay any amount. “(3) Full faith and credit.—The full faith and credit of the United States is pledged to the payment of any obligation issued by the Corporation, with respect to both principal and interest, if— “(A) the principal amount of such obligation is stated in the obligation; and “(B) the term to maturity or the date of maturity of such obligation is stated in the obligation. “(4) Estimates of costs of contingent liabilities required.— “(A) In general.—The Corporation shall— “(i) estimate the cost to such Corporation of any contingent liability of the Corporation; and “(ii) at least once each calendar quarter, make such adjustment as is appropriate in the estimate of such cost. “(B) Inclusion in financial statements and outstanding obligations.—The estimated amount of the cost to the Corporation of any contingent liability of the Corporation (taking into account the most recent adjustment to such estimate pursuant to paragraph (A)(ii)) shall be— “(i) treated as an outstanding obligation of the Corporation for purposes of this subsection; and “(ii) included in any financial statement of the Corporation. “(k) Reporting and Disclosure Obligations.— “(1) Audits.— “(A) Annual audit.—The Comptroller General shall audit annually the financial statements of the Corporation in accordance with generally accepted Government auditing standards unless the Comptroller General notifies the Oversight Board not later than 180 days before the close of a fiscal year that the Comptroller General will not perform such audit for that fiscal year. In the event of such notification, the Oversight Board shall contract with an independent certified public accountant to perform the annual audit of the Corporation’s financial statement in accordance with generally accepted Government auditing standards. “(B) Access to books and records.—All books, records, accounts, reports, files, and property belonging to or used by the Corporation, or the Oversight Board, or by an independent certified public accountant retained to audit 103 STAT. 386the Corporation’s financial statement, shall be made available to the Comptroller General. “(2) Public disclosure of transactions.— “(A) Disclosure required.—Except as otherwise provided in this subsection, the Corporation shall make available to the public— “(i) any agreement entered into by the Corporation relating to a transaction for which the Corporation provides assistance pursuant to section 13(c) of the Federal Deposit Insurance Act, not later than 30 days after the first meeting of the Oversight Board after such agreement is entered into; and “(ii) all agreements relating to cases reviewed by the Corporation pursuant to subsection (b)(11)(B). “(B) Exception for disclosures against the public interest.— “(i) In general.—The Overeight Board may withhold from public disclosure any document or part of a document if the Oversight Board determines, by a unanimous affirmative vote of the members of the Board, that disclosure would be contrary to the public interest. “(ii) Report of determination.—A written report shall be made of any determination by the Oversight Board to withhold any part of a document from public disclosure pursuant to clause (i). Such report shall contain a full explanation of the specific reasons for such determination. “(iii) Publication and submission of report.—The report prepared pursuant to clause (ii) shall be— “(I) published in the Federal Register; and “(II) transmitted to the Committee on Banking, Finance and Urban Affairs of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate. “(C) Agreement defined.—For purposes of this subsection, the term ‘agreement’ includes— “(i) all documents which effectuate the terms and conditions of the assisted transaction; “(ii) a comparison, which the Corporation shall prepare of— “(I) the estimated cost of the transaction, with “(II) the estimated cost of liquidating the insured institution; and “(iii) a description of any economic or statistical assumptions on which such estimates are based. “(3) Disclosure to congress of transactions.— “(A) Prospective transactions.—The Corporation shall make available to the Committee on Banking, Finance and Urban Affairs of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate any agreement entered into by the Corporation relating to a transaction for which the Corporation provides assistance pursuant to section 13(c) of the Federal Deposit Insurance Act not later than 25 days after the first meeting of the Oversight Board after such agreement is entered into. The foregoing requirement is in addition to the Cor-103 STAT. 387poration’s obligation to make such agreements publicly available pursuant to paragraph (2). “(B) Prior transactions.—The Corporation shall submit a report to the Oversight Board and the Congress containing the results and conclusions of the review of the 1988 transactions conducted pursuant to subsection (b)(11)(B) and such recommendations for legislative action as the Corporation may determine to be appropriate. “(4) Annual reports.— “(A) In general.—The Oversight Board and the Corporation shall annually submit a full report of their respective operations, activities, budgets, receipts, and expenditures for the preceding 12-month period. “(B) Contents.—The report required under subparagraph (A) shall include— “(i) audited statements and such information as is necessary to make known the financial condition and operations of the Corporation in accordance with generally accepted accounting principles; “(ii) the Corporation’s financial operating plans and forecasts (including budgets, estimates of actual and future spending, and estimates of actual and future cash obligations) taking into account the Corporation’s financial commitments, guarantees, and other contingent liabilities; “(iii) the number of minority and women investors participating in the bidding process for assisted acquisitions and the disposition of assets and the number of successful bids by such investors; and “(iv) a list of the properties sold to State housing finance authorities (as such term is defined in section 1301 of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989), the individual purchase prices of such properties, and an estimate of the premium paid by such authorities for such properties. “(C) Submission to congress and the president.—The Corporation shall submit each annual report required under this subsection to the Congress and the President as soon as practicable after the end of the calendar year for which such report is made but not later than June 30 of the year following such calendar year. “(5) Additional reports.— “(A) Reports required.—In addition to the annual report required under paragraph (4), the Oversight Board and the Corporation shall submit to Congress not later than April 30 and October 31 of each calendar year, a semiannual report on the activities and efforts of the Corporation, the Federal Deposit Insurance Corporation, and the Oversight Board for the 6-month period ending on the last day of the month prior to the month in which such report is required to be submitted, “(B) Contents of report.—Each semiannual report required under subparagraph (A) shall include the following information with respect to the Corporation’s assets and liabilities and to the assets and liabilities of institutions described in subsection (b)(3)(A): 103 STAT. 388 “(i) A statement of the total book value of all assets held or managed by the Corporation at the beginning and end of the reporting period. “(ii) A statement of the total book value of such assets which are under contract to be managed by private persons and entities at the beginning and end of the reporting period. “(iii) The number of employees of the Corporation, the Federal Deposit Insurance Corporation, and the Oversight Board at the beginning and end of the reporting period. “(iv) The total amounts expended on employee wages, salaries, and overhead, during such period which are attributable to— “(I) contracting with, supervising, or reviewing the performance of private contractors, or “(II) managing or disposing of such assets. “(v) A statement of the total amount expended on private contractors for the management of such assets. “(vi) A statement of the efforts of the Corporation to maximize the efficient utilization of the resources of the private sector during the reporting period and in future reporting periods and a description of the policies and procedures adopted to ensure adequate competition and fair and consistent treatment of qualified third parties seeking to provide services to the Corporation or the Federal Deposit Insurance Corporation. “(vii) The total book value and total proceeds from such assets disposed of during the reporting period. “(viii) Summary data on discounts from book value at which such assets were sold or otherwise disposed of during the reporting period. “(ix) A list of all of the areas that carried a distressed area designation during the reporting period (including a justification for removal of areas from or addition of areas to the list of distressed areas). “(x) An evaluation of market conditions in distressed areas and a description of any changes in conditions during the reporting period. “(xi) Any change adopted by the Oversight Board in a minimum disposition price and the reasons for such change. “(xii) The valuation method or methods adopted by the Oversight Board or the Corporation to value assets and the reasons for selecting such methods. “(6) Appearances before congressional committees.— “(A) Semiannual appearance required.—Not later than 30 days after submission of the semiannual reports required by paragraph (5), the Oversight Board shall appear before the Committee on Banking, Finance and Urban Affairs of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate to— “(i) report on the progress made during such period in resolving cases involving institutions described in subsection (b)(3)(A); 103 STAT. 389 “(ii) provide an estimate of the short-term and long-term cost to the United States Government of obligations issued or incurred during such period; “(iii) report on the progress made during such period in selling assets of institutions described in subsection (b)(3)(A) and the impact such sales are having on the local markets in which such assets are located; “(iv) describe the costs incurred by the Corporation in issuing obligations, managing and selling assets acquired by the Corporation; “(v) provide an estimate of the income of the Corporation from assets acquired by the Corporation; “(vi) provide an assessment of any potential source of additional funds for the Corporation; and “(vii) provide an estimate of the remaining exposure of the United States Government in connection with institutions described in subsection (b)(3)(A) which, in the Oversight Board’s estimation, will require assistance or liquidation after the end of such period. “(7) Appearances concerning start-up of corporation.— “(A) Appearance required.—Before January 31, 1990, the Oversight Board and the Corporation shall appear before the Committee on Banking, Finance and Urban Affairs of the House of Representatives and the Committee on Banking, Housing, and Urban Affairs of the Senate for the purposes described in subparagraph (B). “(B) Purposes of appearance.—In connection with the appearance of the Oversight Board and the Corporation required by subparagraph (A), the Oversight Board and the Corporation shall— “(i) describe the strategic plan established for the operations of the Corporation; “(ii) describe the policies and procedures established or proposed to be established for the Corporation, including specific measures taken to avoid political favoritism or undue influence with respect to the activities of the Corporation; “(iii) provide any regulation proposed to be prescribed by the Corporation; and “(iv) provide the proposed case resolution schedule. “(1) Power to Remove; Jurisdiction.— “(1) In general.—Notwithstanding any other provision of law, any civil action, suit, or proceeding to which the Corporation is a party shall be deemed to arise under the laws of the United States, and the United States district courts shall have original jurisdiction over such action, suit, or proceeding. “(2) Corporation as party.—The Corporation shall be substituted as a party in any civil action, suit, or proceeding to which its predecessor in interest was a party with respect to institutions which are subject to the management agreement dated February 7, 1989, among the Federal Savings and Loan Insurance Corporation, the Federal Home Loan Bank Board and the Federal Deposit Insurance Corporation. “(3) Removal and remand.—The Corporation may, without bond or security, remove any such action, suit, or proceeding from a State court to the United States District Court for the District of Columbia, or if the action, suit, or proceeding arises 103 STAT. 390out of the actions of the Corporation with respect to an institution for which a conservator or a receiver has been appointed, the United States district court for the district where the institution’s principal business is located. The removal of any action, suit, or proceeding shall be instituted— “(A) not later than 90 days after the date the Corporation is substituted as a party, or “(B) not later than 30 days after the date suit is filed against the Corporation, if such suit is filed after the date of enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989. The Corporation may appeal any order of remand entered by a United States district court. “(m) Intervention by Oversight Board in Extraordinary Circumstances.— “(1) In general.—Notwithstanding any other provision of law, the Oversight Board has the ultimate authority to supervise the Corporation and is ultimately accountable for the administration of the Corporation. The Oversight Board is authorized to remove the Federal Deposit Insurance Corporation (or any replacement) from its position as exclusive manager of the Corporation and from all of its responsibilities and authorities to act for the Corporation, in any case where the Oversight Board determines that any of the following extraordinary events has occurred: “(A) There has been a material failure of the Corporation to adhere to the strategic plan developed pursuant to subsection (a)(14). “(B) There has been a material failure of the Corporation to meet its financial goals, including over-commitment of financial resources. “(C) There is evidence of fraud, abuse, gross mismanagement in the Corporation’s programs or activities, or willful violation of this Act or the Corporation’s policies or procedures. “(D) There is a continuing failure to obtain consideration at least nearly equivalent to the market value of the assets sold or otherwise transferred by the Corporation. “(2) Procedure.—Any decisions made or action taken by the Oversight Board under paragraph (1) shall be made or taken at an open meeting of the Oversight Board and the Oversight Board shall document its reasons for such actions or decisions. “(3) Notification to congress.—Within 30 days of the meeting of the Oversight Board described in paragraph (2) and not later than 90 days before the removal of the Federal Deposit Insurance Corporation pursuant to paragraph (1), the Oversight Board shall notify Congress of any decision made or action taken pursuant to such paragraph and provide written documentation of its decision, including any supporting documentation relied on by the Oversight Board. “(n) Operation of Corporation After Exercise of Powers under Subsection (m).—If the Oversight Board exercises authority under subsection (m), the Oversight Board shall— “(1) develop an operations and management plan for the Corporation, including a detailed description of the employment and retention procedures for the Corporation and the classification standards for employment positions for the Corporation 103 STAT. 391and the compensation rates and benefits established for each class of positions, all of which shall be subject to the provisions of subsection (a)(5); “(2) select a Board of Directors and a chief executive officer for the Corporation; and “(3) provide to Congress, not later than 60 days before the removal of the Federal Deposit Insurance Corporation, the operations and management plan developed pursuant to paragraph (1) and the identity of the Board of Directors and the chief executive officer selected pursuant to paragraph (2). “(o) Termination.— “(1) In general.—The Corporation shall terminate not later than December 31, 1996. If at the time of its termination, the Corporation is acting as a conservator or receiver, the Federal Deposit Insurance Corporation shall succeed the Corporation as conservator or receiver. “(2) Case resolutions transferred.—Simultaneous with the termination of the Corporation as provided in paragraph (1), all assets and liabilities of the Corporation shall be transferred to the FSUC Resolution Fund. Thereafter the FSLIC Resolution Fund shall transfer any net proceeds from the sale of assets to the Resolution Funding Corporation. “(p) Conflict of Interest.— “(1) In general.— “(A) The Oversight Board and the Corporation shall each be an ‘agency’ for purposes of title 18, United States Code. Any individual who, pursuant to a contract or any other arrangement, performs functions or activities of the Oversight Board or the Corporation, under the direct supervision of an officer or employee of the Oversight Board or the Corporation, shall be deemed to be an employee of the Oversight Board or the Corporation for the purposes of title 18, United States Code and this Act. “(B) Any individual who, pursuant to a contract or any other agreement, acts for or on behalf of the Corporation shall be deemed to be a public official for the purposes of section 201 of title 18, United States Code. “(2) Establishment of rules.—The Oversight Board and the Corporation shall, not later than 180 days after the date of enactment of this subsection, promulgate rules and regulations governing conflict of interest, ethical responsibilities, and post-employment restrictions applicable to members, officers, and employees of the Oversight Board and the Corporation that shall be no less stringent than those applicable to the Federal Deposit Insurance Corporation. “(3) Use of confidential information.—The Oversight Board and the Corporation shall, not later than 180 days after the date of enactment of this subsection, promulgate rules and regulations applicable to independent contractors governing conflicts of interest, ethical responsibilities, and the use of confidential information consistent with the goals and purposes of titles 18 and 41, United States Code. “(4) Post employment.—The chief executive officer of the Corporation shall be prohibited for a period of 1 year after leaving the Corporation from holding any office, position, or employment with, or receiving remuneration from, a company (other than the Corporation) which, during the time the chief 103 STAT. 392executive was employed by the Corporation, participated in any case resolution or contract with the Corporation for which such person was either responsible or in which such person was personally and substantially involved except that the chief executive officer may hold any office, position, or employment so long as the chief executive officer does not, during the 1-year period, provide advice with respect to, participate in decisions relating to, or otherwise provide assistance to such entity on the enumerated matters or receive remuneration with respect thereto from such company. “(5) Other agency employees.—Directors, officers, and employees of the Oversight Board and the Corporation who are also subject to the ethical rules of another agency or Government Corporation shall file with the Corporation a copy of any financial disclosure statement required by such other agency or corporation. “(6) Disapproval of contractors.— “(A) In general.—The Oversight Board shall prescribe regulations establishing procedures for ensuring that any individual who is performing, directly or indirectly, any function or service on behalf of the Corporation meets minimum standards of competence, experience, integrity, and fitness. “(B) Prohibition from service on behalf of corporation.—The procedures established under subparagraph (A) shall provide that the Corporation shall prohibit any person who does not meet the minimum standards of competence, experience, integrity, and fitness from— “(i) entering into any contract with the Corporation; or “(ii) being employed by the Corporation or any person performing any service for or on behalf of the Corporation. “(C) Information required to be submitted.—The procedures established under subparagraph (A) shall require that any offer submitted to the Corporation by any person under this section and any employment application submitted to the Corporation by any person shall include— “(i) a list and description of any instance during the preceding 5 years in which the person or company under such person’s control defaulted on a material obligation to an insured depository institution; and “(ii) such other information as the Board may prescribe by regulation. “(D) Subsequent submissions.—No offer submitted to the Corporation may be accepted unless the offeror agrees that no person will be employed, directly or indirectly, by the offeror under any contract with the Corporation unless all applicable information described in subparagraph (Q with respect to any such person is submitted to the Corporation and the Corporation does not disapprove of the direct or indirect employment of such person. Any decision made by the Corporation pursuant to this paragraph shall be in its sole discretion and shall not be subject to review. “(E) Prohibition required in certain cases.—The standards established under subparagraph (A) shall require the Corporation to prohibit any person who has— 103 STAT. 393 “(i) been convicted of any felony, “(ii) been removed from, or prohibited from participating in the affairs of, any insured depository institution pursuant to any final enforcement action by any appropriate Federal banking agency, “(iii) demonstrated a pattern or practice of defalcation regarding obligations to insure depository institutions, or “(iv) caused a substantial loss to Federal deposit, insurance funds, from service on behalf of the Corporation. “(7) Abrogation of contracts.—The Oversight Board or the Corporation may rescind any contract with a person who— “(A) fails to disclose a material fact to the Oversight Board or the Corporation, “(B) would be prohibited under paragraph (6) from providing services to, receiving fees from, or contracting with the Corporation or the Oversight Board, or “(C) has been subject to a final enforcement action by any Federal bank regulatory agency. “(8) Priority of oversight board rules.—To the extent that the rules established under this subsection conflict with rules of other agencies or Government corporations, officers, directors, employees, and independent contractors of the Corporation or the Oversight Board, who are also subject to the conflict of interest or ethical rules of another agency or Government corporation, shall be governed by the rules and regulations established by the Oversight Board under this subsection when acting for or on behalf of the Corporation. “(9) Definitions.—For the purposes of this subsection— “(A) The term ‘company’ has the same meaning as in section 2(b) of the Bank Holding Company Act of 1956. “(B) The term ‘control’ has the same meaning given such term under regulations promulgated by the Federal Home Loan Bank Board with respect to savings and loan holding companies as in effect on the day before the date of enactment of the Financial Institutions Reform, Recovery, and Enforcement Act of 1989. “(C) The term ‘Corporation’ includes the Resolution Trust Corporation, the national advisory board, and the regional advisory boards.”. (b) Inspector General of the Corporation.— (1) Establishment.—Section 11 of the Inspector General Act of 1978 (5 U.S.C. App.) is amended— (A) in paragraph (1), by inserting “the Oversight Board and the Board of Directors of the Resolution Trust Corporation” before “; as the case may be,”; and (B) in paragraph (2), by inserting “the Resolution Trust Corporation,” after “the Railroad Retirement Board,”. (2) Position at level iv of the executive schedule.— (A) In general.—Section 5315 of title 5, United States Code, is amended by adding at the end thereof: “Inspector General, Resolution Trust Corporation.”. (B) Appropriation.—There is hereby authorized to be appropriated such sums as may be necessary for the oper-103 STAT. 394ation of the Office of Inspector General established by the amendment made by paragraph (1) of this subsection. (c) Conforming Amendments to Title 5.—Section 5313 of title 5, United States Code, is amended by adding at the end thereof: “Independent Members, Oversight Board, Resolution Trust Corporation.”. (d) Mixed-Ownership Government Corporation.—Section 9101(2) of title 31, United States Code, is amended by adding at the end thereof: “(L) the Resolution Trust Corporation.”. (e) Conforming Amendments to Urban Homesteading Program and Housing Act of 1949.— (1) Urban homesteading.—Section 810(g) of the Housing and Community Development Act of 1974 (12 U.S.C. 1706e(g)) is amended by adding at the end the following new paragraph: “(3) The Secretary is authorized to reimburse the Resolution Trust Corporation, in an amount to be agreed upon by the Secretary and the Corporation, for property that the Corporation conveys to a unit of general local government, State, or agency for use in connection with an urban homesteading program approved by the Secretary.”. (2) Housing act of 1949.—Section 517 of the Housing Act of 1949 (42 U.S.C. 1987) is amended by adding after subsection (m) the following new subsection: “(n) The Secretary may guarantee and service loans made for the purchase of eligible residential properties under section 21A(c) of the Federal Home Loan Bank Act in accordance with subsection (d) of this section and the last sentence of section 521(a)(1)(A).”. (f) GAO Examination of Certain FSLIC Resolutions.—Notwithstanding any other provision of this Act, the Comptroller General of the United States shall examine and monitor all Insolvent institution cases resolved by the Federal Savings and Loan Insurance Corporation from January 1, 1988, through the date of the enactment of this Act, and not later than April 30, 1990, shall report to Congress with an estimate of the costs of the agreements entered into by the Corporation pursuant to such resolutions. Not less than annually thereafter, the last report being due on April 30, 1992, the Comptroller General shall provide Congress with revisions to such estimates, to take into account any new information that he obtains with regard to such agreements.