or to government regulators in the country involved 
or the United States, relating to a violation or al-
leged violation of any provision of this subsection. 
(3) Promote good governance and good business 
practices, including prohibiting illicit payments, en-
suring fair competition, and revocation of corporate 
charters when corporations fail to serve the public 
good and general welfare. 
(4)(A) Maintain, through leadership at all lev-
els, a corporate culture that respects free expression 
consistent with legitimate business concerns, does 
not condone political coercion in the workplace, en-
courages good corporate citizenship and makes a 
positive contribution to the communities in which 
the national of the United States operates, and pro-
motes ethical conduct that is recognized, valued, and 
exemplified by all employees. 
(B) In addition, comply with internationally 
recognized worker rights and core labor standards. 
(5) Uphold responsible environmental protection 
and environmental practices, including compliance 
with internationally recognized environmental stand-
ards and with all Federal environmental laws for 
similar operations that would be applicable to the 
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national of the United States if the operations of the 
national were located in the United States. 
(6) Comply with minimum international human 
rights standards. 
(7)(A) Require, under terms of contract, part-
ners, suppliers, and subcontractors of the national of 
the United States (including any security forces of 
the national) to adopt and adhere to the principles 
described in paragraphs (1) through (6). 
(B) In addition, require full public disclosure of 
information relating to location and address, cor-
porate name, applicable financial agreements, worker 
rights practices and labor standards, working condi-
tions, environmental performance, and applicable in-
vestments of partners, suppliers, subsidiaries, con-
tractors, and subcontractors of the national of the 
United States (including any security forces of the 
national). 
(8) Implement and monitor compliance with the 
principles described in paragraphs (1) through (7) 
through a self-financing program internal to the 
business that is designed to prevent and detect con-
duct that is not in compliance with such principles 
by any employee of the national of the United 
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States, or any employee of the partner, supplier, or 
subcontractor of the national, and that includes— 
(A) standards for ethical conduct of such 
employees which refer to the principles; 
(B) procedures for assignment of appro-
priately qualified personnel at the management 
level to monitor and enforce compliance with 
the principles; 
(C) procedures for reporting violations of 
the principles by such employees; 
(D) procedures for disciplinary action in 
response to violations of the principles; 
(E) procedures designed to ensure that, in 
cases in which a violation of the principles has 
been detected, reasonable steps are taken to 
correct the violation and prevent similar viola-
tions from occurring; 
(F) procedures for providing educational 
and employment-related counseling to any em-
ployee in violation of the principles; and 
(G) communication of all standards and 
procedures with respect to the principles to 
every employee— 
(i) by requiring the employee to par-
ticipate in a training program; or 
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(ii) by disseminating information in 
writing in the appropriate local language 
that explains the standards and proce-
dures. 
(c) DEFINITIONS.—In this section: 
(1) BASIC NEEDS OF AN AVERAGE-SIZE FAM-
ILY.—The term ‘‘basic needs of an average-size fam-
ily’’— 
(A) means nutritious food, clothing, health 
care, education, potable water, child care, trans-
portation, housing, and energy; and 
(B) shall be determined by wage studies 
that measure the purchasing power necessary to 
provide for the needs described in subparagraph 
(A). 
(2) INTERNATIONALLY RECOGNIZED ENVIRON-
MENTAL
STANDARDS.—The term ‘‘internationally 
recognized environmental standards’’ includes stand-
ards relating to— 
(A) mitigation of global climate change; 
(B) reduction in the consumption and pro-
duction of ozone-depleting substances; 
(C) reduction in ship pollution of the 
oceans from such sources as oil, noxious bulk 
liquids, hazardous freight, sewage, and garbage; 
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(D) the ban on international ocean dump-
ing of high-level radioactive waste, chemical 
warfare agents, and hazardous substances; 
(E) 
government 
control 
of 
the 
transboundary movement of hazardous waste 
materials and their disposal for the purpose of 
reducing global pollution due to such materials; 
(F) preservation of endangered species; 
(G) conservation of biological diversity; 
(H) promotion of biodiversity; and 
(I) preparation of oil-spill contingency 
plans. 
(3) MINIMUM INTERNATIONAL HUMAN RIGHTS 
STANDARDS.—The term ‘‘minimum international 
human rights standards’’ means standards contained 
in the following United Nations instruments relating 
to international human rights: the Universal Dec-
laration of Human Rights, the International Cov-
enant on Civil and Political Rights, the Convention 
Against Torture and Other Cruel, Inhuman or De-
grading Treatment or Punishment, the Convention 
on the Prevention and Punishment of the Crime of 
Genocide, the Slavery Convention, the Supple-
mentary Convention on the Abolition of Slavery, the 
Slave Trade and Institutions and Practices Similar 
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to Slavery, and the International Convention on the 
Elimination of All Forms of Racial Discrimination. 
(4) INTERNATIONALLY
RECOGNIZED
WORKER 
RIGHTS AND CORE LABOR STANDARDS.—The term 
‘‘internationally recognized worker rights and core 
labor standards’’ means standards contained in the 
following International Labor Organization (ILO) 
conventions: 
(A) Freedom of Association and Protection 
of the Right to Organize Convention (No. 87). 
(B) Right to Organize and Collective Bar-
gaining Convention (No. 98). 
(C) Forced Labour Convention (No. 29). 
(D) Abolition of Forced Labour Conven-
tion (No. 105). 
(E) Discrimination (Employment and Oc-
cupation) Convention (No. 111). 
(F) Equal Remuneration Convention (No. 
100). 
(G) Minimum Age Convention (No. 138). 
(H) Occupational Safety and Health (No. 
155). 
(I) Convention on the Worst Forms of 
Child Labor (No. 182). 
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(5) NATIONAL OF THE UNITED STATES.—The 
term ‘‘national of the United States’’ means— 
(A) a citizen of the United States or an 
alien lawfully admitted for permanent residence 
in the United States; or 
(B) a corporation, partnership, or other 
business association that is organized under the 
laws of the United States. 
(6) 
UNITED
STATES.—The 
term 
‘‘United 
States’’ means the States of the United States, the 
District of Columbia, the Commonwealth of Puerto 
Rico, and any territory or possession of the United 
States. 
SEC. 4. PREFERENCE IN AWARD OF CONTRACTS AND PRO-
VISION OF CERTAIN FOREIGN TRADE AND IN-
VESTMENT ASSISTANCE. 
(a) PREFERENCE IN AWARD OF CONTRACTS.— 
(1) IN GENERAL.—In entering into contracts 
with entities described in subsection (c) to procure 
goods or services, the head of an executive agency 
shall give a preference to contracting with entities 
that have adopted and are enforcing the Corporate 
Code of Conduct described in section 3(b). 
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(2) 
STANDARDS.—The 
Federal 
Acquisition 
Regulations shall include standards with respect to 
the preference required by this subsection. 
(b) PREFERENCE IN PROVIDING CERTAIN FOREIGN 
TRADE AND INVESTMENT ASSISTANCE.— 
(1) DEPARTMENT OF COMMERCE.— 
(A) IN
GENERAL.—In providing entities 
described in subsection (c) that are also United 
States exporters with introduction to contacts 
in 
foreign 
countries 
pursuant 
to 
section 
2301(b)(4) of the Omnibus Trade and Competi-
tiveness Act of 1988 (15 U.S.C. 4721(b)(4)), 
and in coordinating trade missions with entities 
described in subsection (c), the Secretary of 
Commerce shall give preference to entities that 
have adopted the Corporate Code of Conduct 
set forth in section 3(b). 
(B) REGULATIONS.—The Secretary of 
Commerce shall promulgate regulations con-
taining standards with respect to the preference 
required by this paragraph. 
(2) OVERSEAS PRIVATE INVESTMENT CORPORA-
TION.— 
(A) IN GENERAL.—In providing financing 
and issuing investment insurance, reinsurance, 
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and guaranties to entities described in sub-
section (c) pursuant to title IV of chapter 2 of 
part I of the Foreign Assistance Act of 1961 
(22 U.S.C. 2191 et seq.), the Overseas Private 
Investment Corporation shall give preference to 
entities that have adopted the Corporate Code 
of Conduct set forth in section 3(b). 
(B) REGULATIONS.—The Board of Direc-
tors of the Overseas Private Investment Cor-
porations shall promulgate regulations con-
taining standards with respect to the preference 
required by this paragraph. 
(3) TRADE AND DEVELOPMENT AGENCY.— 
(A) IN GENERAL.—In providing assistance 
to entities described in subsection (c) under sec-
tion 661 of the Foreign Assistance Act of 1961 
(22 U.S.C. 2421(b)), the Trade and Develop-
ment Agency shall give preference to entities 
that have adopted the Corporate Code of Con-
duct set forth in section 3(b). 
(B) REGULATIONS.—The Director of the 
Trade and Development Agency shall promul-
gate regulations containing standards with re-
spect to the preference required by this para-
graph. 
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(4) EXPORT-IMPORT
BANK
OF
THE
UNITED 
STATES.— 
(A) IN
GENERAL.—In providing guaran-
tees, insurance, and credit, and in participating 
in extensions of credit, for entities described in 
subsection (c), the Export-Import Bank of the 
United States shall give preference to entities 
that have adopted the Corporate Code of Con-
duct set forth in section 3(b). 
(B) REGULATIONS.—The Board of Direc-
tors of the Export-Import Bank shall promul-
gate regulations containing standards with re-
spect to the preference required by this para-
graph. 
(c) ENTITIES DESCRIBED.—The entities described in 
this subsection are nationals of the United States that em-
ploy more than 20 persons in a foreign country, either 
directly or through subsidiaries, subcontractors, affiliates, 
joint ventures, partners, or licensees (including any secu-
rity forces of the national). 
SEC. 5. INVESTIGATIONS OF COMPLIANCE WITH COR-
PORATE CODE OF CONDUCT. 
(a) DEFINITION.—In this section, the term ‘‘appro-
priate Federal official’’ means the Secretary of Commerce, 
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the Secretary of Labor, the Secretary of State, or the Ad-
ministrator of the Environmental Protection Agency. 
(b) PETITIONS.— 
(1) IN GENERAL.—Any person may at any time 
file a petition with the appropriate Federal official 
requesting that action be taken under section 6 and 
setting forth the allegations in support of the re-
quest. A petition alleging the failure of an entity to 
comply with the Corporate Code of Conduct adopted 
by the entity pursuant to section 3 may seek— 
(A) the termination of a contract awarded 
or of assistance provided to an entity that re-
ceived a preference under section 4 in the 
award of a contract or in the provision of as-
sistance; 
(B) the withdrawal, suspension, or limita-
tion of the eligibility of an entity for a pref-
erence under section 6; or 
(C) action under both subparagraphs (A) 
and (B). 
(2) REVIEW; DETERMINATION TO INITIATE IN-
VESTIGATION.—The appropriate Federal official 
shall review the allegations in any petition filed 
under paragraph (1) and, not later than 45 days 
after the date on which the petition is received, shall 
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initiate an investigation unless the petition is dis-
missed under paragraph (3). 
(3) DETERMINATION NOT TO INITIATE INVES-
TIGATION.— 
(A) IN GENERAL.—The appropriate Fed-
eral official may determine not to initiate an in-
vestigation with respect to a petition filed under 
paragraph (1) only upon issuing a finding that 
the petition is frivolous. This finding shall be 
made without regard to whether similar allega-
tions were made in a previously reviewed peti-
tion and shall focus exclusively on whether the 
facts alleged in a petition, if true, would fail to 
establish a prima facie case for noncompliance 
with the Corporate Code of Conduct set forth in 
section 3. Only if the facts alleged in a petition, 
if true, fail to make out a prima facie case, or 
if a petition contains only conclusory allegations 
with no allegation of supporting facts, shall a 
petition be dismissed as frivolous. 
(B) NOTIFICATION.—If the appropriate 
Federal official finds a petition to be frivolous, 
such official shall issue a written decision indi-
cating the specific reasons therefor and shall 
publish notice of the determination, together 
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with a summary of such reasons, in the Federal 
Register. A copy of the decision shall be sent to 
the petitioner and shall be made available for 
public review. 
(4) SPECIAL COMMITTEES.—The Secretary of 
Commerce, the Secretary of Labor, the Secretary of 
State, and the Administrator of the Environmental 
Protection Agency may establish one or more special 
committees to review petitions filed under paragraph 
(1) that are under investigation and make written 
recommendations with respect to each petition. The 
written recommendations shall be available to the 
public. The members of the special committees may 
be drawn from other agencies within the executive 
branch, and each member shall have the necessary 
expertise relevant to the issues raised in any peti-
tions to be considered. 
(5) INVESTIGATIONS.— 
(A) IN GENERAL.—In initiating an inves-
tigation of a petition under this subsection, the 
appropriate Federal official shall publish a sum-
mary of the petition in the Federal Register, 
along with a request for any person to submit 
information relevant to the petition. Following 
such publication, such official shall conduct an 
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independent investigation and gather informa-
tion from all available resources. As part of the 
review process, the appropriate Federal official 
shall, as soon as practicable, and in no event 
later than 90 days after the date on which the 
petition is filed, provide opportunity for the 
presentation of information concerning the 
issues involved, including a public hearing at 
which all interested parties may participate. 
(B) PETITIONS
ALLEGING
NONCOMPLI-
ANCE.—With respect to any petition alleging 
noncompliance, the appropriate Federal official 
shall determine whether such violations have oc-
curred or are occurring. Such official in the 
preceding sentence shall provide written rec-
ommendations regarding the disposition of the 
allegations that shall be entered in the record of 
the investigation. The appropriate Federal offi-
cial, or any member of any special committee 
established under paragraph (4), may also seek 
advice from experts in the fields of human 
rights, worker rights, environmental protection, 
and equal opportunity employment. The advice 
may be in writing or taken as oral testimony at 
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a public hearing and shall be entered in the 
record of the investigation. 
(6) DECISIONS.—After completion of the inves-
tigation, and in no event later than 270 days after 
the date on which the petition was filed, the appro-
priate Federal official shall issue a decision whether 
to grant the relief requested in the petition. The de-
cision shall be in writing and clearly reference the 
issues presented, the factual findings regarding the 
allegations, and the standard applied in determining 
whether the facts as found required action under 
section 6. A copy of the decision shall be provided 
to the petitioner, the entity involved in the petition, 
and any other party that submitted information rel-
evant to the petition, and shall be made available for 
public review. A summary of the decision shall be 
published in the Federal Register. 
(c) INITIATION OF INVESTIGATION BY MEANS OTHER 
THAN PETITION.—If the appropriate Federal official de-
termines that an investigation should be initiated with re-
spect to any matter in order to determine whether the 
matter requires action under section 6, such official shall 
publish such determination in the Federal Register and 
shall initiate such investigation using the procedures of 
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paragraphs (5) and (6) of subsection (b), to the extent 
appropriate. 
(d) PROMULGATION
OF REGULATIONS.—The Sec-
retary of Commerce shall promulgate regulations to imple-
ment this section. The regulations may include— 
(1) procedures for the creation of special com-
mittees under subsection (b)(4); 
(2) coordinating investigations with other agen-
cies; 
(3) consolidating multiple petitions concerning 
the same contract or entity; and 
(4) holding hearings on similar petitions at the 
same time in order to efficiently gather information. 
(e) JUDICIAL REVIEW OF DETERMINATIONS.—Any 
final decision dismissing or denying a petition requesting 
action under section 6, or any final decision that results 
in an action against an entity under section 6, may be 
appealed by the petitioner or the entity to the appropriate 
United States Court of Appeals for review. The decision 
shall be reviewed as a final agency action. 
SEC. 6. TERMINATION OF CONTRACTS OR ASSISTANCE AND 
WITHDRAWAL, SUSPENSION, OR LIMITATION 
OF PREFERENCE. 
(a) TERMINATION OF CONTRACT OR ASSISTANCE.— 
Based upon a determination from an investigation initi-
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ated under section 5 and notwithstanding any other provi-
sion of law, the Secretary of Commerce, the Secretary of 
Labor, the Secretary of State, or the Administrator of the 
Environmental Protection Agency shall terminate a con-
tract entered into by the executive agency involved with 
an entity described in section 4(c) for the procurement of 
goods or services by the agency, and the appropriate Fed-
eral official or entity described in paragraph (1), (2), (3), 
or (4) of section 4(b) shall terminate foreign trade and 
investment assistance from the United States Government 
(as described in section 4(b)) provided to an entity de-
scribed in section 4(c), if the entity or contractor or other 
recipient of the assistance is not in compliance with the 
Corporate Code of Conduct described in section 3(b). 
(b) WITHDRAWAL, SUSPENSION, OR LIMITATION OF 
PREFERENCE.—The designation of an entity as eligible to 
receive a preference under section 4 shall be withdrawn, 
suspended, or limited if the entity is no longer in complete 
compliance with the Corporate Code of Conduct described 
in section 3(b). 
SEC. 7. REPORTING REQUIREMENTS. 
(a) REPORTS TO CERTAIN FEDERAL DEPARTMENTS 
AND AGENCIES.—Each entity described in section 4(c) 
that enters into a contract with an executive agency for 
the procurement of goods or services by the agency, and 
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each entity described in section 4(c) that receives certain 
foreign trade and investment assistance from the United 
States Government (as described in section 4(b)), shall 
prepare and submit to the Secretary of Commerce, the 
Secretary of Labor, the Secretary of State, and the Ad-
ministrator of the Environmental Protection Agency an 
annual report, which shall be made available to the public, 
that contains a description of the monitoring program es-
tablished and carried out by the entity pursuant to section 
3(b)(8) and any progress made toward full compliance 
with the principles described in paragraphs (1) through 
(7) of section 3(b) by the individuals described in section 
3(b)(8). 
(b) REPORTS TO CONGRESS.—The Secretary of Com-
merce, the Secretary of Labor, the Secretary of State, and 
the Administrator of the Environmental Protection Agen-
cy shall jointly prepare and submit to the Congress, at 
the same time the annual Department of State Country 
Reports on Human Rights Practices is submitted, an an-
nual report, which shall be made available to the public, 
that contains a compilation of the reports received from 
each entity under subsection (a) for the prior year (includ-
ing a compilation of the petitions submitted to the appro-
priate Federal officials under section 5 for the prior year) 
and that contains an analysis of the extent to which each 
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such entity is in compliance with the Corporate Code of 
Conduct described in section 3(b). 
SEC. 8. ENFORCEMENT AND ADMINISTRATIVE PROVISIONS. 
(a) REGULATORY AUTHORITY.—The President shall 
issue such rules, regulations, licenses, and orders as are 
necessary to carry out the provisions of this Act. 
(b) ENFORCEMENT AND PENALTIES.— 
(1) IN GENERAL.—The President, with respect 
to his authorities under subsection (a), shall take the 
necessary steps to ensure compliance (including the 
monitoring of compliance) with the provisions of this 
Act and any rules, regulations, licenses, and orders 
issued to carry out this Act. 
(2) LIABILITY.—Beginning 2 years after the 
date of the enactment of this Act, any person who 
is in violation of any provision of this Act (or any 
rule, regulation, license, or order issued to carry out 
this Act) shall be liable for damages in a civil cause 
of action initiated in an appropriate United States 
district court to any individual aggrieved by the act 
or omission of the person in question, or to the 
heirs, estate, or other legal representative of the in-
dividual. 
Æ 
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