I 

114TH CONGRESS 

2D SESSION H. R. 4718 

To require the Securities and Exchange Commission to establish a Gender 

Diversity Advisory Group to study and make recommendations on strategies to increase gender diversity among the members of the board of 

directors of issuers, to amend the Securities Exchange Act of 1934 

to require issuers to make disclosures to shareholders with respect to 

gender diversity, and for other purposes. 

IN THE HOUSE OF REPRESENTATIVES 

MARCH 7, 2016 

Mrs. CAROLYN B. MALONEY of New York (for herself, Mr. BEYER, and Mrs. 

DINGELL) introduced the following bill; which was referred to the Committee on Financial Services 

A BILL 

To require the Securities and Exchange Commission to establish a Gender Diversity Advisory Group to study and 

make recommendations on strategies to increase gender 

diversity among the members of the board of directors 

of issuers, to amend the Securities Exchange Act of 

1934 to require issuers to make disclosures to shareholders with respect to gender diversity, 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, 


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1 SECTION 1. SHORT TITLE. 

2 This Act may be cited as the ‘‘Gender Diversity in 

3 Corporate Leadership Act of 2016’’. 

4 SEC. 2. GENDER DIVERSITY STUDY AND DISCLOSURES. 

5 (a) GENDER DIVERSITY ADVISORY GROUP.— 

6 (1) ESTABLISHMENT.—The Securities and Ex7 change Commission shall establish a Gender Diver8 sity Advisory Group (the ‘‘Advisory Group’’), which 

9 shall be composed of representatives from the Gov10 ernment, academia, and the private sector. 

11 (2) STUDY AND RECOMMENDATIONS.—The Ad12 visory Group shall— 

13 (A) carry out a study on strategies to in14 crease gender diversity among the members of 

15 the board of directors of issuers; and 

16 (B) not later than 9 months after the es17 tablishment of the Advisory Group, issue a re18 port to the Commission, the Committee on Fi19 nancial Services of the House of Representa20 tives, and the Committee on Banking, Housing, 

21 and Urban Affairs of the Senate containing the 

22 findings and determinations made in carrying 

23 out such study, along with recommendations to 

24 increase gender diversity among the members of 

25 the board of directors of issuers. 


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1 (3) ANNUAL REPORT.—Not later than 1 year 

2 following the issuance of the report under paragraph 

3 (2)(B), and annually thereafter, the Commission 

4 shall issue a report to the Committee on Financial 

5 Services of the House of Representatives and the 

6 Committee on Banking, Housing, and Urban Affairs 

7 of the Senate on the status of gender diversity 

8 among the members of the board of directors of 

9 issuers. 

10 (4) PUBLIC AVAILABILITY OF REPORTS.—The 

11 Commission shall make all reports of the Advisory 

12 Group available to issuers and the public, including 

13 on the website of the Commission. 

14 (b) DISCLOSURES.—The Securities Exchange Act of 

15 1934 (15 U.S.C. 78a et seq.) is amended by inserting after 

16 section 14B the following: 

17 ‘‘SEC. 14C. GENDER DIVERSITY DISCLOSURES. 

18 ‘‘The Commission shall, by rule, require each issuer 

19 to disclose, in any proxy or consent solicitation material 

20 for an annual meeting of the shareholders of the issuer, 

21 the gender composition of the issuer’s board of directors 

22 and nominees for the board of directors.’’. 

Æ 


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