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 sub-
mission of data relating to diversity by certain contrac-
tors, to amend the Securities Exchange Act of 1934 
to require the submission of such data by issuers, and 
for other purposes. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘Improving Corporate 
Governance Through Diversity Act of 2017’’. 
VerDate Sep 11 2014 
00:05 Feb 17, 2017
Jkt 069200
PO 00000
Frm 00001
Fmt 6652
Sfmt 6201
E:\BILLS\H970.IH
H970
SSpencer on DSK4SPTVN1PROD with BILLS
SEC. 2. SUBMISSION OF DATA RELATING TO DIVERSITY BY 
CERTAIN CONTRACTORS. 
(a) IN GENERAL.—Chapter 47 of subtitle I of title 
41, United States Code, is amended by adding at the end 
the following new section: 
‘‘§ 4713. Submission of data relating to diversity by 
certain contractors. 
‘‘(a) SUBMISSION
OF DATA.—In the case of the 
award of a contract in an amount of $5,000,000 or more 
to a covered contractor, the head of an executive agency 
shall require the contractor to submit, not later than 60 
days after the award of the contract, the following: 
‘‘(1) Data on the racial, ethnic, and gender 
composition of the board of directors and the C-level 
executives of the covered contractor. 
‘‘(2) Data on the affiliation of any member of 
the board of directors or any C-level executive to a 
historically underrepresented group, including vet-
erans of the Armed Forces and individuals with dis-
abilities. 
‘‘(3) Any plan or strategy that exists on the 
date of the submission of data under this subsection 
to improve the diversity of the board of directors or 
the C-level executives of the covered contractor. 
‘‘(b) REPORTS.— 
VerDate Sep 11 2014 
00:05 Feb 17, 2017
Jkt 069200
PO 00000
Frm 00002
Fmt 6652
Sfmt 6201
E:\BILLS\H970.IH
H970
SSpencer on DSK4SPTVN1PROD with BILLS
‘‘(1) QUARTERLY REPORT TO GENERAL SERV-
ICES ADMINISTRATION.—After the end of a calendar 
quarter, each executive agency shall submit to the 
Administrator of General Services a report that in-
cludes the data submitted by contractors under sub-
section (a) during the quarter covered. 
‘‘(2) ANNUAL REPORT TO CONGRESS AND OF-
FICES OF MINORITY AND WOMEN INCLUSION.— 
‘‘(A) IN GENERAL.—Not later than Feb-
ruary 14 of each calendar year, the Adminis-
trator of General Services shall submit to Con-
gress and each Office of Minority and Women 
Inclusion established under section 342 of the 
Dodd-Frank Wall Street Reform and Consumer 
Protection Act (12 U.S.C. 5452) an annual re-
port that— 
‘‘(i) includes the data submitted to 
the Administrator under paragraph (1) 
during the preceding calendar year and the 
data submitted under section 13(s) of the 
Securities Exchange Act of 1934; 
‘‘(ii) uses the data described in clause 
(i), as well as information from other reli-
able sources, to analyze the diversity of the 
board of directors and the C-level execu-
VerDate Sep 11 2014 
00:05 Feb 17, 2017
Jkt 069200
PO 00000
Frm 00003
Fmt 6652
Sfmt 6201
E:\BILLS\H970.IH
H970
SSpencer on DSK4SPTVN1PROD with BILLS
tives of each entity submitting data in 
comparison to the industry peers of such 
entity, including any trends and progress 
related to such diversity; and 
‘‘(iii) based on the analysis conducted 
under clause (ii), lists each entity submit-
ting data that is significantly lagging be-
hind the industry peers of such entity with 
respect to the diversity of the board of di-
rectors and the C-level executives. 
‘‘(B) PUBLIC AVAILABILITY.—The Admin-
istrator of General Services shall make publicly 
available each annual report submitted under 
subparagraph (A). 
‘‘(c) PUBLIC COMMENT.—After the end of the four- 
year period beginning on the date of the enactment of this 
section, and every four years thereafter, the Administrator 
of General Services shall review the implementation of the 
requirements of this section and provide an opportunity 
for public comment on such review. 
‘‘(d) DEFINITIONS.—In this section: 
‘‘(1) COVERED CONTRACTOR.—The term ‘cov-
ered contractor’ means a for-profit business with an-
nual gross receipts in excess of $1,000,000,000 dur-
VerDate Sep 11 2014 
00:05 Feb 17, 2017
Jkt 069200
PO 00000
Frm 00004
Fmt 6652
Sfmt 6201
E:\BILLS\H970.IH
H970
SSpencer on DSK4SPTVN1PROD with BILLS
ing the year preceding the submission of a bid or 
proposal for a contract described in subsection (a). 
‘‘(2) C-LEVEL EXECUTIVE.—The term ‘C-level 
executive’ means the most senior executive officer, 
information officer, technology officer, financial offi-
cer, compliance officer, or security officer of a cov-
ered contractor.’’. 
(b) CLERICAL AMENDMENT.—The table of sections 
at the beginning of chapter 47 of such title is amended 
by inserting after the item relating to section 4712 the 
following new item: 
‘‘4713. Submission of data relating to diversity by certain contractors.’’. 
SEC. 3. SUBMISSION OF DATA RELATING TO DIVERSITY BY 
ISSUERS. 
(a) IN GENERAL.—Section 13 of the Securities Ex-
change Act of 1934 (15 U.S.C. 78m) is amended by add-
ing at the end the following: 
‘‘(s) SUBMISSION OF DATA RELATING TO DIVER-
SITY.— 
‘‘(1) SUBMISSION OF DATA.—Each issuer re-
quired to file an annual report under subsection (a) 
shall disclose in that report, the following: 
‘‘(A) Data on the racial, ethnic, and gen-
der composition of the board of directors and 
the C-level executives of the issuer. 
VerDate Sep 11 2014 
00:05 Feb 17, 2017
Jkt 069200
PO 00000
Frm 00005
Fmt 6652
Sfmt 6201
E:\BILLS\H970.IH
H970
SSpencer on DSK4SPTVN1PROD with BILLS
‘‘(B) Data on the affiliation of any mem-
ber of the board of directors or any C-level ex-
ecutive of the issuer to a historically underrep-
resented group, including veterans of the 
Armed Forces and individuals with disabilities. 
‘‘(C) Any plan or strategy that exists on 
the date of the submission of data under this 
paragraph to improve the diversity of the board 
of directors or the C-level executives of the 
issuer. 
‘‘(2) C-LEVEL EXECUTIVE DEFINED.—In this 
subsection, the term ‘C-level executive’ means the 
most senior executive officer, information officer, 
technology officer, financial officer, compliance offi-
cer, or security officer of an issuer.’’. 
(b) CORPORATE GOVERNANCE REGULATIONS.—Not 
later than 90 days after the date of the enactment of this 
Act, the Securities and Exchange Commission shall revise 
paragraph (v) of section 229.407(c)(2) of title 17, Code 
of Federal Regulations, to require that when the descrip-
tion described in such paragraph is presented in a proxy 
or information statement relating to the election of direc-
tors, the qualities and skills described in such paragraph, 
along with the nominee’s gender, race, ethnicity, and affili-
VerDate Sep 11 2014 
00:05 Feb 17, 2017
Jkt 069200
PO 00000
Frm 00006
Fmt 6652
Sfmt 6201
E:\BILLS\H970.IH
H970
SSpencer on DSK4SPTVN1PROD with BILLS