II 

112TH CONGRESS 

2D SESSION S. 2274 

To require the Secretary of Agriculture to establish a nonprofit corporation 

to be known as the Foundation for Food and Agriculture Research. 

IN THE SENATE OF THE UNITED STATES 

MARCH 29, 2012 

Mr. ROBERTS (for himself, Ms. STABENOW, and Mr. CONRAD) introduced the 

following bill; which was read twice and referred to the Committee on Agriculture, Nutrition, and Forestry 

A BILL 

To require the Secretary of Agriculture to establish a nonprofit corporation to be known as the Foundation for 

Food and Agriculture Research. 

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

3 SECTION 1. FOUNDATION FOR FOOD AND AGRICULTURE 

4 RESEARCH. 

5 (a) DEFINITIONS.—In this section: 

6 (1) BOARD.—The term ‘‘Board’’ means the 

7 Board of Directors described in subsection (e). 

8 (2) DEPARTMENT.—The term ‘‘Department’’ 

9 means the Department of Agriculture. 


tkelley on DSK3SPTVN1PROD with BILLS
2 

•S 2274 IS

1 (3) FOUNDATION.—The term ‘‘Foundation’’ 

2 means the Foundation for Food and Agriculture Re3 search established under subsection (b). 

4 (4) SECRETARY.—The term ‘‘Secretary’’ means 

5 the Secretary of Agriculture. 

6 (b) ESTABLISHMENT.— 

7 (1) IN GENERAL.—The Secretary shall establish 

8 a nonprofit corporation to be known as the ‘‘Foun9 dation for Food and Agriculture Research’’. 

10 (2) STATUS.— 

11 (A) TAX-EXEMPT STATUS.—The Founda12 tion shall be considered to be an entity de13 scribed in section 501(c)(3) of the Internal Rev14 enue Code of 1986 and exempt from taxation 

15 under section 501(a) of such Code. 

16 (B) LIMITATION.—The Foundation shall 

17 not be an agency or instrumentality of the 

18 United States Government. 

19 (c) PURPOSES.—The purposes of the Foundation 

20 shall be— 

21 (1) to advance the research mission of the De22 partment by supporting agricultural research activi23 ties focused on addressing key problems of national 

24 and international significance including— 


tkelley on DSK3SPTVN1PROD with BILLS
3 

•S 2274 IS

1 (A) plant health, production, and plant 

2 products; 

3 (B) animal health, production, and prod4 ucts; 

5 (C) food safety, nutrition, and health; 

6 (D) renewable energy, natural resources, 

7 and the environment; 

8 (E) agricultural and food security; 

9 (F) agriculture systems and technology; 

10 and 

11 (G) agriculture economies and rural com12 munities; and 

13 (2) to foster collaboration with agricultural re14 searchers from the Federal Government, institutions 

15 of higher education, industry, and nonprofit organi16 zations. 

17 (d) DUTIES.— 

18 (1) IN GENERAL.—The Foundation shall— 

19 (A) award grants to, or enter into con20 tracts, memoranda of understanding, or cooper21 ative agreements with, scientists and entities, 

22 which may include agricultural research agen23 cies in the Department, university consortia, 

24 public-private partnerships, institutions of high25 er education, nonprofit organizations, and inVerDate Mar 15 2010 23:10 Apr 02, 2012 Jkt 019200 PO 00000 Frm 00003 Fmt 6652 Sfmt 6201 E:\BILLS\S2274.IS S2274

tkelley on DSK3SPTVN1PROD with BILLS
4 

•S 2274 IS

1 dustry, to efficiently and effectively advance the 

2 goals and priorities of the Foundation; 

3 (B) in consultation with the Secretary— 

4 (i) identify existing and proposed Fed5 eral intramural and extramural research 

6 and development programs relating to the 

7 purposes of the Foundation described in 

8 subsection (c); and 

9 (ii) coordinate Foundation activities 

10 with those programs so as to minimize du11 plication of existing efforts; 

12 (C) identify unmet and emerging agricul13 tural research needs after reviewing the Road14 map for Agricultural Research, Education and 

15 Extension as required by section 7504 of the 

16 Food, Conservation, and Energy Act of 2008 (7 

17 U.S.C. 7614a); 

18 (D) facilitate technology transfer and re19 lease of information and data gathered from the 

20 activities of the Foundation to the agricultural 

21 research community; 

22 (E) promote and encourage the develop23 ment of the next generation of agricultural re24 search scientists; and 


tkelley on DSK3SPTVN1PROD with BILLS
5 

•S 2274 IS

1 (F) carry out such other activities as the 

2 Board determines to be consistent with the pur3 poses of the Foundation. 

4 (2) AUTHORITY.—The Foundation shall be the 

5 sole entity responsible for carrying out the activities 

6 described in this subsection. 

7 (3) RELATIONSHIP TO OTHER ACTIVITIES.— 

8 The activities described in paragraph (1) shall be 

9 supplemental to any other activities at the Depart10 ment and shall not preempt any authority or respon11 sibility of the Department under another provision 

12 of law. 

13 (e) BOARD OF DIRECTORS.— 

14 (1) ESTABLISHMENT.—The Foundation shall 

15 be governed by a Board of Directors. 

16 (2) COMPOSITION.— 

17 (A) IN GENERAL.—The Board shall be 

18 composed of appointed and ex-officio, nonvoting 

19 members. 

20 (B) EX-OFFICIO MEMBERS.—The ex-officio 

21 members of the Board shall be the following in22 dividuals or designees: 

23 (i) The Secretary. 


tkelley on DSK3SPTVN1PROD with BILLS
6 

•S 2274 IS

1 (ii) The Under Secretary of Agri2 culture for Research, Education, and Eco3 nomics. 

4 (iii) The Administrator of the Agricul5 tural Research Service. 

6 (iv) The Director of the National In7 stitute of Food and Agriculture. 

8 (v) The Director of the National 

9 Science Foundation. 

10 (C) APPOINTED MEMBERS.— 

11 (i) IN GENERAL.—The ex-officio mem12 bers of the Board under subparagraph (B) 

13 shall, by majority vote, appoint to the 

14 Board 15 individuals, of whom— 

15 (I) 8 shall be selected from a list 

16 of candidates to be provided by the 

17 National Academy of Sciences; and 

18 (II) 7 shall be selected from lists 

19 of candidates provided by industry. 

20 (ii) REQUIREMENTS.— 

21 (I) EXPERTISE.—The ex-officio 

22 members shall ensure that a majority 

23 of the members of the Board have ac24 tual experience in agricultural re25 search and, to the extent practicable, 


tkelley on DSK3SPTVN1PROD with BILLS
7 

•S 2274 IS

1 represent diverse sectors of agri2 culture. 

3 (II) LIMITATION.—No employee 

4 of the Federal Government may serve 

5 as an appointed member of the Board 

6 under this subparagraph. 

7 (III) NOT FEDERAL EMPLOY8 MENT.—Appointment to the Board 

9 under this subparagraph shall not 

10 constitute Federal employment. 

11 (iii) AUTHORITY.—All appointed 

12 members of the Board shall be voting 

13 members. 

14 (D) CHAIR.—The Board shall, from among 

15 the members of the Board, designate an indi16 vidual to serve as Chair of the Board. 

17 (3) INITIAL MEETING.—Not later than 60 days 

18 after the date of enactment of this Act, the Sec19 retary shall convene a meeting of the ex-officio mem20 bers of the Board— 

21 (A) to incorporate the Foundation; and 

22 (B) to appoint the members of the Board 

23 in accordance with paragraph (2)(C)(i). 

24 (4) DUTIES.— 

25 (A) IN GENERAL.—The Board shall— 


tkelley on DSK3SPTVN1PROD with BILLS
8 

•S 2274 IS

1 (i) establish bylaws for the Founda2 tion that, at a minimum, include— 

3 (I) policies for the selection of fu4 ture Board members, officers, employ5 ees, agents, and contractors of the 

6 Foundation; 

7 (II) policies, including ethical 

8 standards, for— 

9 (aa) the acceptance, solicita10 tion, and disposition of donations 

11 and grants to the Foundation; 

12 and 

13 (bb) the disposition of assets 

14 of the Foundation, including ap15 propriate limits on the ability of 

16 donors to designate, by stipula17 tion or restriction, the use or re18 cipient of donated funds; 

19 (III) policies that would subject 

20 all employees, fellows, trainees, and 

21 other agents of the Foundation (in22 cluding members of the Board) to the 

23 conflict of interest standards under 

24 section 208 of title 18, United States 

25 Code; 


tkelley on DSK3SPTVN1PROD with BILLS
9 

•S 2274 IS

1 (IV) policies for writing, editing, 

2 printing, publishing, and vending of 

3 books and other materials; 

4 (V) policies for the conduct of 

5 the general operations of the Founda6 tion, including a cap on administrative 

7 expenses for recipients of a grant, 

8 contract, or cooperative agreement 

9 from the Foundation; and 

10 (VI) specific duties for the Exec11 utive Director; 

12 (ii) prioritize and provide overall di13 rection for the activities of the Foundation; 

14 (iii) evaluate the performance of the 

15 Executive Director; and 

16 (iv) carry out any other necessary ac17 tivities regarding the Foundation. 

18 (B) ESTABLISHMENT OF BYLAWS.—In es19 tablishing bylaws under subparagraph (A)(i), 

20 the Board shall ensure that the bylaws do 

21 not— 

22 (i) reflect unfavorably on the ability of 

23 the Foundation to carry out the duties of 

24 the Foundation in a fair and objective 

25 manner; or 


tkelley on DSK3SPTVN1PROD with BILLS
10 

•S 2274 IS

1 (ii) compromise, or appear to com2 promise, the integrity of any governmental 

3 agency or program, or any officer or em4 ployee employed by or involved in a govern5 mental agency or program. 

6 (5) TERMS AND VACANCIES.— 

7 (A) TERMS.— 

8 (i) IN GENERAL.—The term of each 

9 member of the Board appointed under 

10 paragraph (2)(C) shall be 5 years. 

11 (ii) PARTIAL TERMS.—If a member of 

12 the Board does not serve the full term ap13 plicable under clause (i), the individual ap14 pointed to fill the resulting vacancy shall 

15 be appointed for the remainder of the term 

16 of the predecessor of the individual. 

17 (iii) TRANSITION.—A member of the 

18 Board may continue to serve after the ex19 piration of the term of the member until a 

20 successor is appointed. 

21 (B) VACANCIES.—Any vacancy in the 

22 membership of the Board shall be filled in the 

23 manner in which the original position was made 

24 and shall not affect the power of the remaining 

25 members to execute the duties of the Board. 


tkelley on DSK3SPTVN1PROD with BILLS
11 

•S 2274 IS

1 (6) COMPENSATION.—Members of the Board 

2 may not receive compensation for service on the 

3 Board but may be reimbursed for travel, subsist4 ence, and other necessary expenses incurred in car5 rying out the duties of the Board. 

6 (7) MEETINGS AND QUORUM.—A majority of 

7 the members of the Board shall constitute a quorum 

8 for purposes of conducting business of the Board. 

9 (f) ADMINISTRATION.— 

10 (1) EXECUTIVE DIRECTOR.— 

11 (A) IN GENERAL.—The Board shall hire 

12 an Executive Director who shall carry out such 

13 duties and responsibilities as the Board may 

14 prescribe. 

15 (B) SERVICE.—The Executive Director 

16 shall serve at the pleasure of the Board. 

17 (2) ADMINISTRATIVE POWERS.— 

18 (A) IN GENERAL.—In carrying out this 

19 section, the Board, acting through the Execu20 tive Director, may— 

21 (i) adopt, alter, and use a corporate 

22 seal, which shall be judicially noticed; 

23 (ii) hire, promote, compensate, and 

24 discharge 1 or more officers, employees, 

25 and agents, as may be necessary, and deVerDate Mar 15 2010 23:10 Apr 02, 2012 Jkt 019200 PO 00000 Frm 00011 Fmt 6652 Sfmt 6201 E:\BILLS\S2274.IS S2274

tkelley on DSK3SPTVN1PROD with BILLS
12 

•S 2274 IS

1 fine the duties of the officers, employees, 

2 and agents; 

3 (iii) solicit and accept any funds, 

4 gifts, grants, devises, or bequests of real or 

5 personal property made to the Foundation, 

6 including such support from private enti7 ties; 

8 (iv) prescribe the manner in which— 

9 (I) real or personal property of 

10 the Foundation is acquired, held, and 

11 transferred; 

12 (II) general operations of the 

13 Foundation are to be conducted; and 

14 (III) the privileges granted to the 

15 Board by law are exercised and en16 joyed; 

17 (v) with the consent of the applicable 

18 executive department or independent agen19 cy, use the information, services, and facili20 ties of the department or agency in car21 rying out this section; 

22 (vi) enter into contracts with public 

23 and private organizations for the writing, 

24 editing, printing, and publishing of books 

25 and other material; 


tkelley on DSK3SPTVN1PROD with BILLS
13 

•S 2274 IS

1 (vii) hold, administer, invest, and 

2 spend any gift, devise, or bequest of real or 

3 personal property made to the Foundation; 

4 (viii) enter into such contracts, leases, 

5 cooperative agreements, and other trans6 actions as the Board considers appropriate 

7 to conduct the activities of the Foundation; 

8 (ix) modify or consent to the modifica9 tion of any contract or agreement to which 

10 the Foundation is a party or in which the 

11 Foundation has an interest; 

12 (x) take such action as may be nec13 essary to obtain patents and licenses for 

14 devices and procedures developed by the 

15 Foundation and employees of the Founda16 tion; 

17 (xi) sue and be sued in the corporate 

18 name of the Foundation, and complain and 

19 defend in courts of competent jurisdiction; 

20 (xii) appoint other groups of advisors 

21 as may be determined necessary to carry 

22 out the functions of the Foundation; and 

23 (xiii) exercise such other incidental 

24 powers as are necessary to carry out the 


tkelley on DSK3SPTVN1PROD with BILLS
14 

•S 2274 IS

1 duties and functions of the Foundation in 

2 accordance with this section. 

3 (B) LIMITATION.—No appointed member 

4 of the Board or officer or employee of the 

5 Foundation or of any program established by 

6 the Foundation (other than ex-officio members 

7 of the Board) shall exercise administrative con8 trol over any Federal employee. 

9 (3) RECORDS.— 

10 (A) AUDITS.—The Foundation shall— 

11 (i) provide for annual audits of the fi12 nancial condition of the Foundation; and 

13 (ii) make the audits, and all other 

14 records, documents, and other papers of 

15 the Foundation, available to the Secretary 

16 and the Comptroller General of the United 

17 States for examination or audit. 

18 (B) REPORTS.— 

19 (i) ANNUAL REPORT ON FOUNDA20 TION.— 

21 (I) IN GENERAL.—Not later than 

22 5 months following the end of each 

23 fiscal year, the Foundation shall pub24 lish a report for the preceding fiscal 

25 year that includes— 


tkelley on DSK3SPTVN1PROD with BILLS
15 

•S 2274 IS

1 (aa) a description of Foun2 dation activities, including ac3 complishments; and 

4 (bb) a comprehensive state5 ment of the operations and finan6 cial condition of the Foundation. 

7 (II) FINANCIAL CONDITION.— 

8 Each report under subclause (I) shall 

9 include a description of all gifts or 

10 grants to the Foundation of real or 

11 personal property or money, which 

12 shall include— 

13 (aa) the source of the gifts 

14 or grants; and 

15 (bb) any restrictions on the 

16 purposes for which the gift or 

17 grant may be used. 

18 (III) AVAILABILITY.—The Foun19 dation shall— 

20 (aa) make copies of each re21 port submitted under subclause 

22 (I) available for public inspection; 

23 and 


tkelley on DSK3SPTVN1PROD with BILLS
16 

•S 2274 IS

1 (bb) on request, provide a 

2 copy of the report to any indi3 vidual. 

4 (IV) PUBLIC MEETING.—The 

5 Board shall hold an annual public 

6 meeting to summarize the activities of 

7 the Foundation. 

8 (ii) GRANT REPORTING.—Any recipi9 ent of a grant under subsection (d)(1)(A) 

10 shall provide the Foundation with a report 

11 at the conclusion of any research or studies 

12 conducted the describes the results of the 

13 research or studies, including any data 

14 generated. 

15 (4) INTEGRITY.— 

16 (A) IN GENERAL.—To ensure integrity in 

17 the operations of the Foundation, the Board 

18 shall develop and enforce procedures relating to 

19 standards of conduct, financial disclosure state20 ments, conflict of interest (including recusal 

21 and waiver rules), audits, and any other mat22 ters determined appropriate by the Board. 

23 (B) FINANCIAL CONFLICTS OF INTER24 EST.—Any individual who is an officer, em25 ployee, or member of the Board is prohibited 


tkelley on DSK3SPTVN1PROD with BILLS
17 

•S 2274 IS

1 from any participation in deliberations by the 

2 Foundation of a matter that would directly or 

3 predictably affect any financial interest of— 

4 (i) the individual; 

5 (ii) a relative (as defined in section 

6 109 of the Ethics in Government Act of 

7 1978 (5 U.S.C. App.)) of that individual; 

8 or 

9 (iii) a business organization or other 

10 entity in which the individual has an inter11 est, including an organization or other en12 tity with which the individual is negoti13 ating employment. 

14 (5) INTELLECTUAL PROPERTY.—The Board 

15 shall adopt written standards to govern ownership of 

16 any intellectual property rights derived from the col17 laborative efforts of the Foundation. 

18 (6) LIABILITY.—The United States shall not be 

19 liable for any debts, defaults, acts, or omissions of 

20 the Foundation nor shall the full faith and credit of 

21 the United States extend to any obligations of the 

22 Foundation. 

Æ 


tkelley on DSK3SPTVN1PROD with BILLS