12 U.S.C. § 1831i — Agency disapproval of directors and sen-

Page 1151 TITLE 12—BANKS AND BANKING § 1831i § 1831g. Contracts between depository institu- tions and persons providing goods, products, or services (a) In general An insured depository institution may not enter into a written or oral contract with any person to provide goods, products, or services to or for the benefit of such depository institution if the performance of such contract would ad- versely affect the safety or soundness of the in- stitution. (b) Rulemaking The Corporation shall prescribe such regula- tions and issue such orders, including defini- tions consistent with this section, as may be necessary to administer and carry out the pur- poses of, and prevent evasions of, this section. (c) Enforcement Any action taken by any appropriate Federal banking agency under section 1818 of this title to enforce compliance on the part of any insured depository institution with the requirements of this section may include a requirement that such institution properly reflect the transaction on its books and records. (d) No private right of action This section may not be construed as creating any private right of action. (e) Study (1) In general The Attorney General and the Comptroller General of the United States shall jointly con- duct a study on the extent to which— (A) insured depository institutions are en- tering into contracts with vendors under which the vendors agree to purchase stock or assets from insured depository institu- tions or to invest capital in or make depos- its in such institutions; and (B) if such practices occur, the extent to which such practices are having an anti- competitive effect and should be prohibited. (2) Report to Congress Before the end of the 1-year period beginning on August 9, 1989, the Attorney General and the Comptroller General shall submit a report to the Congress on the results of the study conducted pursuant to paragraph (1). (Sept. 21, 1950, ch. 967, § 2[30], as added Pub. L. 101–73, title II, § 225, Aug. 9, 1989, 103 Stat. 275; amended Pub. L. 103–325, title VI, § 602(a)(59), Sept. 23, 1994, 108 Stat. 2291.) Editorial Notes AMENDMENTS 1994—Subsec. (e)(1)(A). Pub. L. 103–325 substituted ‘‘the vendors’’ for ‘‘venders’’. § 1831h. Repealed. Pub. L. 109–173, § 8(a)(33), Feb. 15, 2006, 119 Stat. 3615 Section, act Sept. 21, 1950, ch. 967, § 2[31], as added Pub. L. 101–73, title II, § 226, Aug. 9, 1989, 103 Stat. 276; amended Pub. L. 103–325, title VI, § 602(a)(60), Sept. 23, 1994, 108 Stat. 2291; Pub. L. 104–208, div. A, title II, § 2704(d)(14)(Y), Sept. 30, 1996, 110 Stat. 3009–494; Pub. L. 109–171, title II, § 2102(b), Feb. 8, 2006, 120 Stat. 9, related to the Savings Association Insurance Fund Industry Advisory Committee. Statutory Notes and Related Subsidiaries EFFECTIVE DATE OF REPEAL Repeal effective Mar. 31, 2006, see section 8(b) of Pub. L. 109–173, set out as an Effective Date of 2006 Amend- ment note under section 1813 of this title. § 1831i. Agency disapproval of directors and sen- ior executive officers of insured depository institutions or depository institution holding companies (a) Prior notice required An insured depository institution or deposi- tory institution holding company shall notify the appropriate Federal banking agency of the proposed addition of any individual to the board of directors or the employment of any individual as a senior executive officer of such institution or holding company at least 30 days (or such other period, as determined by the appropriate Federal banking agency) before such addition or employment becomes effective, if— (1) the insured depository institution or de- pository institution holding company is not in compliance with the minimum capital require- ment applicable to such institution or is oth- erwise in a troubled condition, as determined by such agency on the basis of such institu- tion’s or holding company’s most recent re- port of condition or report of examination or inspection; or (2) the agency determines, in connection with the review by the agency of the plan re- quired under section 1831o of this title or oth- erwise, that such prior notice is appropriate. (b) Disapproval by agency An insured depository institution or deposi- tory institution holding company may not add any individual to the board of directors or em- ploy any individual as a senior executive officer if the appropriate Federal banking agency issues a notice of disapproval of such addition or em- ployment before the end of the notice period, not to exceed 90 days, beginning on the date the agency receives notice of the proposed action pursuant to subsection (a). (c) Exception in extraordinary circumstances (1) In general Each appropriate Federal banking agency may prescribe by regulation conditions under which the prior notice requirement of sub- section (a) may be waived in the event of ex- traordinary circumstances. (2) No effect on disapproval authority of agen- cy Such waivers shall not affect the authority of each agency to issue notices of disapproval of such additions or employment of such indi- viduals within 30 days after each such waiver. (d) Additional information Any notice submitted to an appropriate Fed- eral banking agency with respect to an indi- vidual by any insured depository institution or depository institution holding company pursu- ant to subsection (a) shall include— Page 1152 TITLE 12—BANKS AND BANKING § 1831j (1) the information described in section 1817(j)(6)(A) of this title about the individual; and (2) such other information as the agency may prescribe by regulation. (e) Standard for disapproval The appropriate Federal banking agency shall issue a notice of disapproval with respect to a notice submitted pursuant to subsection (a) if the competence, experience, character, or integ- rity of the individual with respect to whom such notice is submitted indicates that it would not be in the best interests of the depositors of the depository institution or in the best interests of the public to permit the individual to be em- ployed by, or associated with, the depository in- stitution or depository institution holding com- pany. (f) Definition regulations Each appropriate Federal banking agency shall prescribe by regulation a definition for the terms ‘‘troubled condition’’ and ‘‘senior execu- tive officer’’ for purposes of subsection (a). (Sept. 21, 1950, ch. 967, § 2[32], as added Pub. L. 101–73, title IX, § 914(a), Aug. 9, 1989, 103 Stat. 484; amended Pub. L. 104–208, div. A, title II, § 2209, Sept. 30, 1996, 110 Stat. 3009–409.) Editorial Notes AMENDMENTS 1996—Subsec. (a). Pub. L. 104–208, § 2209(1)(A), (B), in introductory provisions, inserted ‘‘(or such other pe- riod, as determined by the appropriate Federal banking agency)’’ after ‘‘30 days’’ and substituted ‘‘if’’ for ‘‘if the insured depository institution or depository insti- tution holding company’’. Subsec. (a)(1). Pub. L. 104–208, § 2209(1)(E), inserted ‘‘the insured depository institution or depository insti- tution holding company’’ before ‘‘is not in compliance’’ and substituted ‘‘; or’’ for period at end. Pub. L. 104–208, § 2209(1)(C), (D), redesignated par. (3) as (1) and struck out former par. (1) which read as fol- lows: ‘‘has been chartered less than 2 years in the case of an insured depository institution;’’. Subsec. (a)(2). Pub. L. 104–208, § 2209(1)(C), (F), added par. (2) and struck out former par. (2) which read as fol- lows: ‘‘has undergone a change in control within the preceding 2 years; or’’. Subsec. (a)(3). Pub. L. 104–208, § 2209(1)(D), redesig- nated par. (3) as (1). Subsec. (b). Pub. L. 104–208, § 2209(2), substituted ‘‘no- tice period, not to exceed 90 days,’’ for ‘‘30-day period’’. § 1831j. Depository institution employee protec- tion remedy (a) In general (1) Employees of depository institutions No insured depository institution may dis- charge or otherwise discriminate against any employee with respect to compensation, terms, conditions, or privileges of employment because the employee (or any person acting pursuant to the request of the employee) pro- vided information to any Federal banking agency or to the Attorney General regarding— (A) a possible violation of any law or regu- lation; or (B) gross mismanagement, a gross waste of funds, an abuse of authority, or a substan- tial and specific danger to public health or safety; by the depository institution or any director, officer, or employee of the institution. (2) Employees of banking agencies No Federal banking agency, Federal home loan bank, Federal reserve bank, or any person who is performing, directly or indirectly, any function or service on behalf of the Corpora- tion may discharge or otherwise discriminate against any employee with respect to com- pensation, terms, conditions, or privileges of employment because the employee (or any person acting pursuant to the request of the employee) provided information to any such agency or bank or to the Attorney General re- garding any possible violation of any law or regulation, gross mismanagement, a gross waste of funds, an abuse of authority, or a sub- stantial and specific danger to public health or safety by— (A) any depository institution or any such bank or agency; (B) any director, officer, or employee of any depository institution or any such bank; (C) any officer or employee of the agency which employs such employee; or (D) the person, or any officer or employee of the person, who employs such employee. (b) Enforcement Any employee or former employee who be- lieves he has been discharged or discriminated against in violation of subsection (a) may file a civil action in the appropriate United States dis- trict court before the close of the 2-year period beginning on the date of such discharge or dis- crimination. The complainant shall also file a copy of the complaint initiating such action with the appropriate Federal banking agency. (c) Remedies If the district court determines that a viola- tion of subsection (a) has occurred, it may order the depository institution, Federal home loan bank, Federal Reserve bank, or Federal banking agency which committed the violation— (1) to reinstate the employee to his former position; (2) to pay compensatory damages; or (3) take other appropriate actions to remedy any past discrimination. (d) Limitation The protections of this section shall not apply to any employee who— (1) deliberately causes or participates in the alleged violation of law or regulation; or (2) knowingly or recklessly provides sub- stantially false information to such an agency or the Attorney General. (e) ‘‘Federal banking agency’’ defined For purposes of subsections (a) and (c), the term ‘‘Federal banking agency’’ means the Cor- poration, the Board of Governors of the Federal Reserve System, the Federal Housing Finance Agency and the Comptroller of the Currency. (f) Burdens of proof The legal burdens of proof that prevail under subchapter III of chapter 12 of title 5 shall gov- ern adjudication of protected activities under this section.