I 

115TH CONGRESS 

1ST SESSION H. R. 970 

To amend title 41, United States Code, to require the submission of data 

relating to diversity by certain contractors, to amend the Securities 

Exchange Act of 1934 to require the submission of such data by issuers, 

and for other purposes. 

IN THE HOUSE OF REPRESENTATIVES 

FEBRUARY 7, 2017 

Mr. MEEKS introduced the following bill; which was referred to the Committee 

on Oversight and Government Reform, and in addition to the Committee 

on Financial Services, for a period to be subsequently determined by the 

Speaker, in each case for consideration of such provisions as fall within 

the jurisdiction of the committee concerned 

A BILL 

To amend title 41, United States Code, to require the submission of data relating to diversity by certain contractors, to amend the Securities Exchange Act of 1934 

to require the submission of such data by issuers, and 

for other purposes. 

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled, 

3 SECTION 1. SHORT TITLE. 

4 This Act may be cited as the ‘‘Improving Corporate 

5 Governance Through Diversity Act of 2017’’. 


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1 SEC. 2. SUBMISSION OF DATA RELATING TO DIVERSITY BY 

2 CERTAIN CONTRACTORS. 

3 (a) IN GENERAL.—Chapter 47 of subtitle I of title 

4 41, United States Code, is amended by adding at the end 

5 the following new section: 

6 ‘‘§ 4713. Submission of data relating to diversity by 

7 certain contractors. 

8 ‘‘(a) SUBMISSION OF DATA.—In the case of the 

9 award of a contract in an amount of $5,000,000 or more 

10 to a covered contractor, the head of an executive agency 

11 shall require the contractor to submit, not later than 60 

12 days after the award of the contract, the following: 

13 ‘‘(1) Data on the racial, ethnic, and gender 

14 composition of the board of directors and the C-level 

15 executives of the covered contractor. 

16 ‘‘(2) Data on the affiliation of any member of 

17 the board of directors or any C-level executive to a 

18 historically underrepresented group, including vet19 erans of the Armed Forces and individuals with dis20 abilities. 

21 ‘‘(3) Any plan or strategy that exists on the 

22 date of the submission of data under this subsection 

23 to improve the diversity of the board of directors or 

24 the C-level executives of the covered contractor. 

25 ‘‘(b) REPORTS.— 


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1 ‘‘(1) QUARTERLY REPORT TO GENERAL SERV2 ICES ADMINISTRATION.—After the end of a calendar 

3 quarter, each executive agency shall submit to the 

4 Administrator of General Services a report that in5 cludes the data submitted by contractors under sub6 section (a) during the quarter covered. 

7 ‘‘(2) ANNUAL REPORT TO CONGRESS AND OF8 FICES OF MINORITY AND WOMEN INCLUSION.— 

9 ‘‘(A) IN GENERAL.—Not later than Feb10 ruary 14 of each calendar year, the Adminis11 trator of General Services shall submit to Con12 gress and each Office of Minority and Women 

13 Inclusion established under section 342 of the 

14 Dodd-Frank Wall Street Reform and Consumer 

15 Protection Act (12 U.S.C. 5452) an annual re16 port that— 

17 ‘‘(i) includes the data submitted to 

18 the Administrator under paragraph (1) 

19 during the preceding calendar year and the 

20 data submitted under section 13(s) of the 

21 Securities Exchange Act of 1934; 

22 ‘‘(ii) uses the data described in clause 

23 (i), as well as information from other reli24 able sources, to analyze the diversity of the 

25 board of directors and the C-level execuVerDate Sep 11 2014 00:05 Feb 17, 2017 Jkt 069200 PO 00000 Frm 00003 Fmt 6652 Sfmt 6201 E:\BILLS\H970.IH H970

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1 tives of each entity submitting data in 

2 comparison to the industry peers of such 

3 entity, including any trends and progress 

4 related to such diversity; and 

5 ‘‘(iii) based on the analysis conducted 

6 under clause (ii), lists each entity submit7 ting data that is significantly lagging be8 hind the industry peers of such entity with 

9 respect to the diversity of the board of di10 rectors and the C-level executives. 

11 ‘‘(B) PUBLIC AVAILABILITY.—The Admin12 istrator of General Services shall make publicly 

13 available each annual report submitted under 

14 subparagraph (A). 

15 ‘‘(c) PUBLIC COMMENT.—After the end of the four16 year period beginning on the date of the enactment of this 

17 section, and every four years thereafter, the Administrator 

18 of General Services shall review the implementation of the 

19 requirements of this section and provide an opportunity 

20 for public comment on such review. 

21 ‘‘(d) DEFINITIONS.—In this section: 

22 ‘‘(1) COVERED CONTRACTOR.—The term ‘cov23 ered contractor’ means a for-profit business with an24 nual gross receipts in excess of $1,000,000,000 durVerDate Sep 11 2014 00:05 Feb 17, 2017 Jkt 069200 PO 00000 Frm 00004 Fmt 6652 Sfmt 6201 E:\BILLS\H970.IH H970

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1 ing the year preceding the submission of a bid or 

2 proposal for a contract described in subsection (a). 

3 ‘‘(2) C-LEVEL EXECUTIVE.—The term ‘C-level 

4 executive’ means the most senior executive officer, 

5 information officer, technology officer, financial offi6 cer, compliance officer, or security officer of a cov7 ered contractor.’’. 

8 (b) CLERICAL AMENDMENT.—The table of sections 

9 at the beginning of chapter 47 of such title is amended 

10 by inserting after the item relating to section 4712 the 

11 following new item: 

‘‘4713. Submission of data relating to diversity by certain contractors.’’. 

12 SEC. 3. SUBMISSION OF DATA RELATING TO DIVERSITY BY 

13 ISSUERS. 

14 (a) IN GENERAL.—Section 13 of the Securities Ex15 change Act of 1934 (15 U.S.C. 78m) is amended by add16 ing at the end the following: 

17 ‘‘(s) SUBMISSION OF DATA RELATING TO DIVER18 SITY.— 

19 ‘‘(1) SUBMISSION OF DATA.—Each issuer re20 quired to file an annual report under subsection (a) 

21 shall disclose in that report, the following: 

22 ‘‘(A) Data on the racial, ethnic, and gen23 der composition of the board of directors and 

24 the C-level executives of the issuer. 


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1 ‘‘(B) Data on the affiliation of any mem2 ber of the board of directors or any C-level ex3 ecutive of the issuer to a historically underrep4 resented group, including veterans of the 

5 Armed Forces and individuals with disabilities. 

6 ‘‘(C) Any plan or strategy that exists on 

7 the date of the submission of data under this 

8 paragraph to improve the diversity of the board 

9 of directors or the C-level executives of the 

10 issuer. 

11 ‘‘(2) C-LEVEL EXECUTIVE DEFINED.—In this 

12 subsection, the term ‘C-level executive’ means the 

13 most senior executive officer, information officer, 

14 technology officer, financial officer, compliance offi15 cer, or security officer of an issuer.’’. 

16 (b) CORPORATE GOVERNANCE REGULATIONS.—Not 

17 later than 90 days after the date of the enactment of this 

18 Act, the Securities and Exchange Commission shall revise 

19 paragraph (v) of section 229.407(c)(2) of title 17, Code 

20 of Federal Regulations, to require that when the descrip21 tion described in such paragraph is presented in a proxy 

22 or information statement relating to the election of direc23 tors, the qualities and skills described in such paragraph, 

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1 ation with a historically underrepresented group should be 

2 presented in a chart or matrix form. 

Æ 


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