Full text of Financial Netting Improvement Acts of 2006

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PUBLIC LAW 109–390—DEC. 12, 2006

FINANCIAL NETTING IMPROVEMENTS
ACT OF 2006

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120 STAT. 2692

PUBLIC LAW 109–390—DEC. 12, 2006

Public Law 109–390
109th Congress
An Act
Dec. 12, 2006
[H.R. 5585]
Financial Netting
Improvements
Act of 2006.
11 USC 101 note.

To improve the netting process for financial contracts, and for other purposes.

Be it enacted by the Senate and House of Representatives of
the United States of America in Congress assembled,
SECTION 1. SHORT TITLE.

This Act may be cited as the ‘‘Financial Netting Improvements
Act of 2006’’.
SEC. 2. TREATMENT OF CERTAIN AGREEMENTS BY CONSERVATORS
OR RECEIVERS OF DEPOSITORY INSTITUTIONS.

(a) DEFINITION OF SECURITIES CONTRACT.—
(1) FDIC-INSURED DEPOSITORY INSTITUTIONS.—Section
11(e)(8)(D)(ii) of the Federal Deposit Insurance Act (12 U.S.C.
1821(e)(8)(D)(ii)) is amended—
(A) in subclause (I)—
(i) by striking ‘‘mortgage loan, or’’ and inserting
‘‘mortgage loan,’’; and
(ii) by inserting before the semicolon ‘‘(whether
or not such repurchase or reverse repurchase transaction is a ‘repurchase agreement’, as defined in clause
(v))’’;
(B) in subclause (IV)—
(i) by inserting ‘‘(including by novation)’’ after ‘‘the
guarantee’’; and
(ii) by inserting before the semicolon ‘‘(whether
or not such settlement is in connection with any agreement or transaction referred to in subclauses (I)
through (XII) (other than subclause (II))’’;
(C) in subclause (IX), by striking ‘‘or (VIII)’’ each place
such term appears and inserting ‘‘(VIII), (IX), or (X)’’;
(D) by redesignating subclauses (VI), (VII), (VIII), (IX),
and (X) as subclauses (VIII), (IX), (X), (XI), and (XII),
respectively; and
(E) by inserting after subclause (V) the following new
subparagraphs:
‘‘(VI) means any extension of credit for the
clearance or settlement of securities transactions;
‘‘(VII) means any loan transaction coupled
with a securities collar transaction, any prepaid
securities forward transaction, or any total return
swap transaction coupled with a securities sale
transaction;’’.

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PUBLIC LAW 109–390—DEC. 12, 2006

120 STAT. 2693

(2) INSURED CREDIT UNIONS.—Section 207(c)(8)(D)(ii) of the
Federal Credit Union Act (12 U.S.C. 1787(c)(8)(D)(ii)) is
amended—
(A) in subclause (I)—
(i) by striking ‘‘mortgage loan, or’’ and inserting
‘‘mortgage loan,’’; and
(ii) by inserting before the semicolon ‘‘(whether
or not such repurchase or reverse repurchase transaction is a ‘repurchase agreement’, as defined in clause
(v))’’;
(B) in subclause (IV)—
(i) by inserting ‘‘(including by novation)’’ after ‘‘the
guarantee’’; and
(ii) by inserting before the semicolon ‘‘(whether
or not such settlement is in connection with any agreement or transaction referred to in subclauses (I)
through (XII) (other than subclause (II))’’;
(C) in subclause (IX), by striking ‘‘or (VIII)’’ each place
such term appears and inserting ‘‘(VIII), (IX), or (X)’’;
(D) by redesignating subclauses (VI), (VII), (VIII), (IX),
and (X) as subclauses (VIII), (IX), (X), (XI), and (XII),
respectively; and
(E) by inserting after subclause (V) the following new
subparagraphs:
‘‘(VI) means any extension of credit for the
clearance or settlement of securities transactions;
‘‘(VII) means any loan transaction coupled
with a securities collar transaction, any prepaid
securities forward transaction, or any total return
swap transaction coupled with a securities sale
transaction;’’.
(b) DEFINITION OF FORWARD CONTRACT.—
(1) FDIC-INSURED DEPOSITORY INSTITUTIONS.—Section
11(e)(8)(D)(iv)(I) of the Federal Deposit Insurance Act (12 U.S.C.
1821(e)(8)(D)(iv)(I)) is amended by striking ‘‘transaction, reverse
repurchase transaction’’ and inserting ‘‘or reverse repurchase
transaction (whether or not such repurchase or reverse
repurchase transaction is a ‘repurchase agreement’, as defined
in clause (v))’’.
(2) INSURED CREDIT UNIONS.—Section 207(c)(8)(D)(iv)(I) of
the Federal Credit Union Act (12 U.S.C. 1787(c)(8)(D)(iv)(I))
is amended by striking ‘‘transaction, reverse repurchase transaction’’ and inserting ‘‘or reverse repurchase transaction
(whether or not such repurchase or reverse repurchase transaction is a ‘repurchase agreement’, as defined in clause (v))’’.
(c) DEFINITION OF SWAP AGREEMENT.—
(1) FDIC-INSURED DEPOSITORY INSTITUTIONS.—Section
11(e)(8)(D)(vi) of the Federal Deposit Insurance Act (12 U.S.C.
1821(e)(8)(D)(vi)) is amended—
(A) in subclause (I)—
(i) by striking ‘‘or precious metals’’ and inserting
‘‘, precious metals, or other commodity’’; and
(ii) by striking ‘‘or a weather swap, weather derivative, or weather option’’ and inserting ‘‘weather swap,
option, future, or forward agreement; an emissions
swap, option, future, or forward agreement; or an inflation swap, option, future, or forward agreement’’;

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120 STAT. 2694

PUBLIC LAW 109–390—DEC. 12, 2006
(B) in subclause (II)—
(i) by inserting ‘‘or other derivatives’’ after
‘‘dealings in the swap’’; and
(ii) by striking ‘‘future, or option’’ and inserting
‘‘future, option, or spot transaction’’; and
(C) by striking ‘‘the Securities Act of 1933, the Securities Exchange Act of 1934, the Public Utility Holding Company Act of 1935, the Trust Indenture Act of 1939, the
Investment Company Act of 1940, the Investment Advisers
Act of 1940, the Securities Investor Protection Act of 1970,
the Commodity Exchange Act, the Gramm-Leach-Bliley
Act, and the Legal Certainty for Bank Products Act of
2000’’ and inserting ‘‘the Gramm-Leach-Bliley Act, the
Legal Certainty for Bank Products Act of 2000, the securities laws (as such term is defined in section 3(a)(47) of
the Securities Exchange Act of 1934) and the Commodity
Exchange Act’’.
(2) INSURED CREDIT UNIONS.—Section 207(c)(8)(D)(vi) of the
Federal Credit Union Act (12 U.S.C. 1787(c)(8)(D)(vi)) is
amended—
(A) in subclause (I)—
(i) by striking ‘‘or precious metals’’ and inserting
‘‘, precious metals, or other commodity’’; and
(ii) by striking ‘‘or a weather swap, weather derivative, or weather option’’ and inserting ‘‘weather swap,
option, future, or forward agreement; an emissions
swap, option, future, or forward agreement; or an inflation swap, option, future, or forward agreement’’;
(B) in subclause (II)—
(i) by inserting ‘‘or other derivatives’’ after
‘‘dealings in the swap’’; and
(ii) by striking ‘‘future, or option’’ and inserting
‘‘future, option, or spot transaction’’; and
(C) by striking ‘‘the Securities Act of 1933, the Securities Exchange Act of 1934, the Public Utility Holding Company Act of 1935, the Trust Indenture Act of 1939, the
Investment Company Act of 1940, the Investment Advisers
Act of 1940, the Securities Investor Protection Act of 1970,
the Commodity Exchange Act, the Gramm-Leach-Bliley
Act, and the Legal Certainty for Bank Products Act of
2000’’ and inserting ‘‘the Gramm-Leach-Bliley Act, the
Legal Certainty for Bank Products Act of 2000, the securities laws (as such term is defined in section 3(a)(47) of
the Securities Exchange Act of 1934) and the Commodity
Exchange Act’’.

SEC. 3. CLARIFYING AMENDMENTS RELATING TO DEFINITION OF PERSON.

(a) FDIC-INSURED DEPOSITORY INSTITUTIONS DEFINITION OF
PERSON.—Section 11(e)(8)(D) of the Federal Deposit Insurance Act
(12 U.S.C. 1821(e)(8)(D)) is amended by adding at the end the
following:
‘‘(ix) PERSON.—The term ‘person’ includes any governmental entity in addition to any entity included in the
definition of such term in section 1 of title 1, United States
Code.’’.

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PUBLIC LAW 109–390—DEC. 12, 2006

120 STAT. 2695

(b) INSURED CREDIT UNIONS DEFINITION OF PERSON.—Section
207(c)(8)(D) of the Federal Credit Union Act (12 U.S.C.
1787(c)(8)(D)) is amended by adding at the end the following:
‘‘(ix) PERSON.—The term ‘person’ includes any
governmental entity in addition to any entity included
in the definition of such term in section 1 of title
1, United States Code.’’.
SEC. 4. FEDERAL DEPOSIT INSURANCE CORPORATION IMPROVEMENT
ACT OF 1991.

(a) ENFORCEABILITY OF BILATERAL NETTING CONTRACTS.—Section 403 of the Federal Deposit Insurance Corporation Improvement
Act of 1991 (12 U.S.C. 4403) is amended—
(1) in each of subsections (a) and (f), by striking ‘‘paragraphs (8)(E), (8)(F), and (10)(B) of’’ each place such term
appears; and
(2) in subsection (a), by inserting ‘‘terminated, liquidated,
accelerated, and’’ after ‘‘institutions shall be’’.
(b) ENFORCEABILITY OF CLEARING ORGANIZATION NETTING CONTRACTS.—Section 404 of the Federal Deposit Insurance Corporation
Improvement Act of 1991 (12 U.S.C. 4404) is amended—
(1) in each of subsections (a) and (h), by striking ‘‘paragraphs (8)(E), (8)(F), and (10)(B) of’’ each place such term
appears; and
(2) in subsection (a), by inserting ‘‘terminated, liquidated,
accelerated, and’’ after ‘‘organization shall be’’.
SEC. 5. CONFORMING AMENDMENTS.

(a) CLARIFYING DEFINITIONS.—Title 11, United States Code,
is amended—
(1) in section 101—
(A) in paragraph (22)(A)—
(i) by striking ‘‘(domestic or foreign)’’ after ‘‘an
entity’’; and
(ii) by inserting ‘‘(whether or not a ‘customer’, as
defined in section 741)’’ after ‘‘custodian for a customer’’;
(B) in paragraph (22A)—
(i) by striking ‘‘on any day during the previous
15-month period’’ each place it appears and inserting
‘‘at such time or on any day during the 15-month
period preceding the date of the filing of the petition’’;
and
(ii)
by
inserting
‘‘(aggregated
across
counterparties)’’ after ‘‘principal amount outstanding’’;
(C) in paragraph (25)(A)—
(i) by inserting ‘‘, as defined in section 761’’ after
‘‘commodity contract’’; and
(ii) by striking ‘‘repurchase transaction, reverse
repurchase transaction,’’ and inserting ‘‘repurchase or
reverse repurchase transaction (whether or not such
repurchase or reverse repurchase transaction is a
‘repurchase agreement’, as defined in this section)’’;
(D) in paragraph (53B)(A)—
(i) in clause (i)—
(I) in subclause (II), by striking ‘‘or precious
metals’’ and inserting ‘‘, precious metals, or other
commodity’’;

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120 STAT. 2696

PUBLIC LAW 109–390—DEC. 12, 2006
(II) in subclause (VII), by striking ‘‘or’’ at the
end;
(III) in subclause (VIII), by striking ‘‘weather
derivative, or weather option’’ and inserting
‘‘option, future, or forward agreement’’; and
(IV) by adding at the end the following:
‘‘(IX) an emissions swap, option, future, or forward agreement; or
‘‘(X) an inflation swap, option, future, or forward agreement;’’; and
(ii) in clause (ii)—
(I) in subclause (I), by inserting ‘‘or other
derivatives’’ after ‘‘dealings in the swap’’; and
(II) in subclause (II), by striking ‘‘future, or
option’’ and inserting ‘‘future, option, or spot transaction’’; and
(E) in paragraph (53B)(B), by striking ‘‘the Securities
Act of 1933, the Securities Exchange Act of 1934, the
Public Utility Holding Company Act of 1935, the Trust
Indenture Act of 1939, the Investment Company Act of
1940, the Investment Advisers Act of 1940, the Securities
Investor Protection Act of 1970, the Commodity Exchange
Act, the Gramm-Leach-Bliley Act, and the Legal Certainty
for Bank Products Act of 2000’’ and inserting ‘‘the GrammLeach-Bliley Act, the Legal Certainty for Bank Products
Act of 2000, the securities laws (as such term is defined
in section 3(a)(47) of the Securities Exchange Act of 1934)
and the Commodity Exchange Act’’;
(2) in section 362(b)—
(A) by striking paragraphs (6) and (7) and inserting
the following:
‘‘(6) under subsection (a) of this section, of the exercise
by a commodity broker, forward contract merchant, stockbroker,
financial institution, financial participant, or securities clearing
agency of any contractual right (as defined in section 555 or
556) under any security agreement or arrangement or other
credit enhancement forming a part of or related to any commodity contract, forward contract or securities contract, or of
any contractual right (as defined in section 555 or 556) to
offset or net out any termination value, payment amount, or
other transfer obligation arising under or in connection with
1 or more such contracts, including any master agreement
for such contracts;
‘‘(7) under subsection (a) of this section, of the exercise
by a repo participant or financial participant of any contractual
right (as defined in section 559) under any security agreement
or arrangement or other credit enhancement forming a part
of or related to any repurchase agreement, or of any contractual
right (as defined in section 559) to offset or net out any termination value, payment amount, or other transfer obligation
arising under or in connection with 1 or more such agreements,
including any master agreement for such agreements;’’;
(B) by striking paragraph (17) and inserting the following:
‘‘(17) under subsection (a) of this section, of the exercise
by a swap participant or financial participant of any contractual
right (as defined in section 560) under any security agreement

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120 STAT. 2697

or arrangement or other credit enhancement forming a part
of or related to any swap agreement, or of any contractual
right (as defined in section 560) to offset or net out any termination value, payment amount, or other transfer obligation
arising under or in connection with 1 or more such agreements,
including any master agreement for such agreements;’’; and
(C) by striking paragraph (27) and inserting the following:
‘‘(27) under subsection (a) of this section, of the exercise
by a master netting agreement participant of any contractual
right (as defined in section 555, 556, 559, or 560) under any
security agreement or arrangement or other credit enhancement forming a part of or related to any master netting agreement, or of any contractual right (as defined in section 555,
556, 559, or 560) to offset or net out any termination value,
payment amount, or other transfer obligation arising under
or in connection with 1 or more such master netting agreements
to the extent that such participant is eligible to exercise such
rights under paragraph (6), (7), or (17) for each individual
contract covered by the master netting agreement in issue;
and’’; and
(3) in section 741(7)(A)—
(A) in clause (i)—
(i) by striking ‘‘mortgage loan or’’ and inserting
‘‘mortgage loan,’’; and
(ii) by inserting before the semicolon ‘‘(whether
or not such repurchase or reverse repurchase transaction is a ‘repurchase agreement’, as defined in section
101)’’;
(B) in clause (iii)—
(i) by inserting ‘‘(including by novation)’’ after ‘‘the
guarantee’’; and
(ii) by inserting before the semicolon ‘‘(whether
or not such settlement is in connection with any agreement or transaction referred to in clauses (i) through
(xi))’’;
(C) in clause (viii), by striking ‘‘or (vii)’’ each place
it appears and inserting ‘‘(vii), (viii), or (ix)’’;
(D) by redesignating clauses (v) through (ix) as clauses
(vii) through (xi), respectively; and
(E) by inserting after clause (iv) the following:
‘‘(v) any extension of credit for the clearance
or settlement of securities transactions;
‘‘(vi) any loan transaction coupled with a securities collar transaction, any prepaid forward securities transaction, or any total return swap transaction coupled with a securities sale transaction;’’.
(b) LIMITATION OF AVOIDANCE POWERS UNDER MASTER NETTING
AGREEMENT.—Section 546 of title 11, United States Code, is
amended—
(1) in subsection (e)—
(A) by inserting ‘‘(or for the benefit of)’’ before ‘‘a commodity broker’’; and
(B) by inserting ‘‘or that is a transfer made by or
to (or for the benefit of) a commodity broker, forward contract merchant, stockbroker, financial institution, financial
participant, or securities clearing agency, in connection

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120 STAT. 2698

PUBLIC LAW 109–390—DEC. 12, 2006

with a securities contract, as defined in section 741(7),
commodity contract, as defined in section 761(4), or forward
contract,’’ after ‘‘securities clearing agency,’’;
(2) in subsection (f)—
(A) by striking ‘‘that is a margin payment, as defined
in section 741 or 761 of this title, or settlement payment,
as defined in section 741 of this title,’’; and
(B) by inserting ‘‘(or for the benefit of)’’ before ‘‘a repo
participant’’;
(3) in subsection (g), by inserting ‘‘(or for the benefit of)’’
before ‘‘a swap participant’’; and
(4) in subsection (j), by inserting ‘‘(or for the benefit of)’’
after ‘‘made by or to’’.
(c) SIPC STAY.—Section 5(b)(2)(C)(iii) of the Securities Investor
Protection Act of 1970 (15 U.S.C. 78eee(b)(2)(C)(iii)) is amended—
(1) by inserting ‘‘a derivatives clearing organization (as
defined in the Commodity Exchange Act), a multilateral
clearing organization (as defined in the Federal Deposit Insurance Corporation Improvement Act of 1991),’’ after ‘‘rule or
bylaw of’’; and
(2) by striking ‘‘or a securities clearance agency, a right
set forth in a bylaw of a clearing organization or contract
market’’ and inserting ‘‘a securities clearing agency, a contract
market designated under the Commodity Exchange Act, a
derivatives transaction execution facility registered under the
Commodity Exchange Act, or a board of trade (as defined in
the Commodity Exchange Act),’’.
(d) SAVINGS CLAUSE.—Title IX of the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 (Public Law 109–8,
119 Stat. 146) is amended by adding at the end the following:
Applicability.
11 USC 101 note.

‘‘SEC. 912. SAVINGS CLAUSE.

‘‘The meanings of terms used in this title are applicable for
the purposes of this title only, and shall not be construed or applied
so as to challenge or affect the characterization, definition, or treatment of any similar terms under any other statute, regulation,
or rule, including the Gramm-Leach-Bliley Act, the Legal Certainty
for Bank Products Act of 2000, the securities laws (as such term
is defined in section 3(a)(47) of the Securities Exchange Act of
1934), and the Commodity Exchange Act.’’.
SEC. 6. WALKAWAY CLAUSES.

(a)
FDIC-INSURED
DEPOSITORY
INSTITUTIONS.—Section
11(e)(8)(G) of the Federal Deposit Insurance Act (12 U.S.C.
1821(e)(8)(G)) is amended by striking clause (ii) and inserting the
following new clauses:
‘‘(ii) LIMITED SUSPENSION OF CERTAIN OBLIGATIONS.—In the case of a qualified financial contract
referred to in clause (i), any payment or delivery obligations otherwise due from a party pursuant to the qualified financial contract shall be suspended from the
time the receiver is appointed until the earlier of—
‘‘(I) the time such party receives notice that
such contract has been transferred pursuant to
subparagraph (A); or
‘‘(II) 5:00 p.m. (eastern time) on the business
day following the date of the appointment of the
receiver.

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120 STAT. 2699

‘‘(iii) WALKAWAY CLAUSE DEFINED.—For purposes
of this subparagraph, the term ‘walkaway clause’
means any provision in a qualified financial contract
that suspends, conditions, or extinguishes a payment
obligation of a party, in whole or in part, or does
not create a payment obligation of a party that would
otherwise exist, solely because of such party’s status
as a nondefaulting party in connection with the insolvency of an insured depository institution that is a
party to the contract or the appointment of or the
exercise of rights or powers by a conservator or receiver
of such depository institution, and not as a result of
a party’s exercise of any right to offset, setoff, or net
obligations that exist under the contract, any other
contract between those parties, or applicable law.’’.
(b) INSURED CREDIT UNIONS.—Section 207(c)(8)(G) of the Federal Credit Union Act (12 U.S.C. 1787(c)(8)(G)) is amended by
striking clause (ii) and inserting the following new clauses:
‘‘(ii) LIMITED SUSPENSION OF CERTAIN OBLIGATIONS.—In the case of a qualified financial contract
referred to in clause (i), any payment or delivery obligations otherwise due from a party pursuant to the qualified financial contract shall be suspended from the
time the liquidating agent is appointed until the earlier
of—
‘‘(I) the time such party receives notice that
such contract has been transferred pursuant to
subparagraph (A); or
‘‘(II) 5:00 p.m. (eastern time) on the business
day following the date of the appointment of the
liquidating agent.
‘‘(iii) WALKAWAY CLAUSE DEFINED.—For purposes
of this subparagraph, the term ‘walkaway clause’
means any provision in a qualified financial contract
that suspends, conditions, or extinguishes a payment
obligation of a party, in whole or in part, or does
not create a payment obligation of a party that would
otherwise exist, solely because of such party’s status
as a nondefaulting party in connection with the insolvency of an insured credit union or the appointment
of or the exercise of rights or powers by a conservator
or liquidating agent of such credit union, and not as
a result of a party’s exercise of any right to offset,
setoff, or net obligations that exist under the contract,
any other contract between those parties, or applicable
law.’’.

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120 STAT. 2700
11 USC 101 note.

PUBLIC LAW 109–390—DEC. 12, 2006

SEC. 7. SCOPE OF APPLICATION.

The amendments made by this Act shall not apply to any
cases commenced under title 11, United States Code, or appointments made under any Federal or State law, before the date of
the enactment of this Act.
Approved December 12, 2006.

LEGISLATIVE HISTORY—H.R. 5585:
HOUSE REPORTS: No. 109–648, Pt. 1 (Comm. on Financial Services).
CONGRESSIONAL RECORD, Vol. 152 (2006):
Sept. 27, considered and passed House.
Sept. 29, considered and passed Senate, amended.
Nov. 15, House concurred in Senate amendments.

Æ

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