[Congressional Bills 104th Congress]
[From the U.S. Government Publishing Office]
[H.R. 80 Introduced in House (IH)]







104th CONGRESS
  1st Session
                                 H. R. 80

  To foster economic growth, create new employment opportunities, and 
strengthen the industrial base of the United States by providing credit 
 for businesses and by facilitating the transfer and commercialization 
of government-owned patents, licenses, processes, and technologies, and 
                          for other purposes.


_______________________________________________________________________


                    IN THE HOUSE OF REPRESENTATIVES

                            January 4, 1995

 Mr. Kanjorski (for himself and Mr. Hinchey) referred to the Committee 
on Banking and Financial Services, and in addition to the Committees on 
    Science, the Judiciary, and Ways and Means, for a period to be 
subsequently determined by the Speaker, in each case for consideration 
 of such provisions as falls within the jurisdiction of the committee 
                               concerned.

_______________________________________________________________________

                                 A BILL


 
  To foster economic growth, create new employment opportunities, and 
strengthen the industrial base of the United States by providing credit 
 for businesses and by facilitating the transfer and commercialization 
of government-owned patents, licenses, processes, and technologies, and 
                          for other purposes.

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

SECTION 1. SHORT TITLE; TABLE OF CONTENTS.

    (a) Short Title.--This Act may be cited as the ``Federal Technology 
Commercialization and Credit Enhancement Act of 1995''.
    (b) Table of Contents.--

Sec. 1. Short title; table of contents.
Sec. 2. Findings.
Sec. 3. Purposes.
Sec. 4. Definitions.
         TITLE I--CONSOLIDATION OF INFORMATION ON TECHNOLOGIES

Sec. 101. Establishment of data base.
Sec. 102. Standardization and accessibility of information.
Sec. 103. Access to data base.
Sec. 104. Review of current Federal technology transfer efforts.
Sec. 105. Exercise of march-in-rights; reassignment of licensing 
                            responsibilities.
     TITLE II--TECHNOLOGY TRANSFER AND COMMERCIALIZATION FINANCING 
                              CORPORATION

Sec. 201. Establishment of corporation.
Sec. 202. Process of organization.
Sec. 203. Directors, officers, and employees.
Sec. 204. General powers.
Sec. 205. Promotion of technologies.
Sec. 206. Authority to represent the government.
Sec. 207. Financing of corporation.
Sec. 208. Consultation with Federal agencies, and with private parties.
Sec. 209. Review of corporation.
Sec. 210. Audit by Comptroller General.
Sec. 211. Reports.
Sec. 212. Administration.
Sec. 213. Miscellaneous provisions.
                 TITLE III--COMMERCIALIZATION FINANCING

Sec. 301. Technology Transfer Investment Fund.
Sec. 302. Loan and loan guarantee authority.
Sec. 303. Terms and conditions.
Sec. 304. Equity instruments purchase or guarantee authority.
Sec. 305. Technical assistance for lenders and borrowers.
Sec. 306. Outreach to specific areas.
Sec. 307. Liability.
Sec. 308. Injunctive relief.
Sec. 309. Performance measures; annual report.
 TITLE IV--ALTERNATIVE MINIMUM TAX ON CORPORATIONS IMPORTING PRODUCTS 
                         INTO THE UNITED STATES

Sec. 401. Alternative minimum tax on corporations importing products 
                            into the United States at artificially 
                            inflated prices.
                   TITLE V--MISCELLANEOUS PROVISIONS

Sec. 501. Effective date.
Sec. 502. Separability.

SEC. 2. FINDINGS.

    The Congress finds that--
            (1) through its support and funding of research and 
        development in this Nation's Federal agencies, laboratories, 
        and educational institutions, the Federal Government has 
        fostered the creation of thousands of patents, licenses, 
        technologies, and processes owned, or held in whole or part, by 
        the Federal Government;
            (2) if commercialized, these patents, licenses, 
        technologies, and processes owned, or held in whole or part, by 
        the Federal Government hold the potential to greatly expand the 
        economy of the United States and to create millions of new jobs 
        at good wages for American workers;
            (3) the Federal Government has not been sufficiently 
        effective in encouraging the commercialization of these 
        patents, licenses, technologies, and processes owned, or held 
        in whole or part, by the Federal Government;
            (4) throughout the Federal Government, there is no single 
        inventory or source of information on patents, licenses, 
        technologies, and processes owned, or held in whole or part, by 
        the Federal Government;
            (5) information on patents, licenses, technologies, and 
        processes owned, or held in whole or part, by the Federal 
        Government is not standardized in form or content, is 
        separately maintained by numerous Federal agencies and 
        departments, and is not easily accessible by the public;
            (6) businesses and entrepreneurs in the United States are 
        largely unaware of the existence of these patents, licenses, 
        technologies, and processes, and largely unaware of the 
        possibilities for obtaining the rights to these patents, 
        licenses, technologies, and processes for the purpose of 
        commercialization;
            (7) even in instances in which businesses and entrepreneurs 
        are aware of their rights to obtain patents, licenses, 
        technologies, and processes owned, or held in whole or part, by 
        the Federal Government, the limited availability of credit to 
        undertake new business operations and concerns is a significant 
        deterrent to their commercialization;
            (8) foreign corporations, frequently with the assistance of 
        their governments, are the primary entities obtaining rights to 
        patents, licenses, technologies, and processes owned, or held 
        in whole or part, by the Federal Government, and are the 
        primary entities bringing about their commercialization in the 
        form of new goods and products which compete with United States 
        businesses;
            (9) it is in the economic interest of the United States to 
        facilitate the private sector commercialization of patents, 
        licenses, technologies, and processes by United States 
        businesses; and
            (10) greater effectiveness will be achieved through the 
        utilization of the private sector corporate structure and 
        profit incentives in facilitating the commercialization of 
        patents, licenses, technologies, and processes than can 
        reasonably be expected by the Federal Government performing 
        this function.

SEC. 3. PURPOSES.

    The purposes of this Act are to--
            (1) provide a self-supporting source of financing for 
        private-sector United States businesses to commercialize 
        patents, licenses, technologies, and processes owned, or held 
        in whole or part, by the Federal Government;
            (2) develop a single, comprehensive data base of 
        information on patents, licenses, technologies, and processes 
        owned, or held in whole or part, by the Federal Government, 
        which is standardized and easily accessible by the general 
        public;
            (3) heighten the awareness of United States businesses and 
        entrepreneurs of the availability for commercialization of 
        patents, licenses, technologies, and processes owned, or held 
        in whole or part, by the Federal Government;
            (4) facilitate the transfer of technologies to United 
        States businesses and entrepreneurs and to assist in their 
        commercialization;
            (5) finance the technology transfer and commercialization 
        initiatives contained in this Act by establishing an 
        alternative minimum tax on corporations importing products into 
        the United States at artificially inflated prices;
            (6) achieve greater effectiveness in facilitating the 
        commercialization of patents, licenses, technologies, and 
        processes through the utilization of the private sector 
        corporate structure and profit incentive; and
            (7) foster United States economic growth and the creation 
        of new employment opportunities for American workers in good 
        paying jobs, while strengthening and enhancing the 
        manufacturing preeminence of the United States into the 21st 
        Century.

SEC. 4. DEFINITIONS.

    For purposes of this Act:
            (1) Secretary.--The term ``Secretary'' means the Secretary 
        of Commerce.
            (2) Corporation.--The term ``Corporation'' means the 
        Technology Transfer and Commercialization Financing Corporation 
        established under title II of this Act.
            (3) Board.--The term ``Board'' means the board of directors 
        of the Transfer and Commercialization Financing Corporation.
            (4) Fund.--The term ``Fund'' means the Technology Transfer 
        Investment Fund established under section 302.
            (5) Qualified concern.--The term ``qualified concern'' 
        means a United States based consortia, a private United States 
        business, or an educational institution participating in a 
        joint project with one or more private United States 
        businesses, for the development and commercialization of 
        patents, licenses, processes, technologies--
                    (A) owned or held in whole or part by Federal 
                departments, agencies, or government controlled 
                corporations,
                    (B) developed in Federal laboratories,
                    (C) arising in the course of federally funded 
                research at educational institutions, other units of 
                government, or with private concerns, or
                    (D) which are made available to the Federal 
                Government by private concerns.
            (6) Academy.--The term ``Academy'' means the National 
        Academy of Sciences.

         TITLE I--CONSOLIDATION OF INFORMATION ON TECHNOLOGIES

SEC. 101. ESTABLISHMENT OF DATA BASE.

    The Secretary of Commerce shall establish and maintain an 
integrated, comprehensive data base describing all patents, licenses, 
technologies, and processes owned, or held in whole or part, by the 
Federal Government, or which originated in the course of federally 
funded research to which the Federal Government has an interest.

SEC. 102. STANDARDIZATION AND ACCESSIBILITY OF INFORMATION.

    (a) Standardization and Accessibility of Information.--The 
Secretary shall take such steps as are necessary to ensure that the 
information contained in the data base established under section 101--
            (1) is in a standardized form, and
            (2) is accessible and usable in a manner as simple and easy 
        to use as possible, recognizing the needs of small- and medium-
        sized businesses.
    (b) Responsibilities.--In carrying out this title, the Secretary 
shall--
            (1) consult with and, to the extent practicable, utilize 
        the capabilities of other executive agencies, as appropriate, 
        to ensure the efficient and effective implementation of this 
        section; and
            (2) explore, with other executive agencies, ways to avoid 
        duplication of effort by consolidating the administration of 
        the program established by this section with any other similar 
        Federal program, and as part of such consolidation may delegate 
        administrative functions, as necessary and appropriate, to 
        another executive agency.
    (c) Other Federal Agencies.--Other executive agencies shall provide 
such information, and in such form, as determined by the Secretary and 
shall cooperate with the Secretary in carrying out this section.

SEC. 103. ACCESS TO THE DATA BASE.

    (a) Access to the Data Base by the Corporation.--Except as provided 
in subsection (c), the Secretary shall provide unlimited access to the 
data base established under this title to the Technology Transfer and 
Commercialization Financing Corporation established under title II, 
without fee, to assist the Corporation in meeting its responsibilities 
under this Act.
    (b) Access to the Data Base by the Public.--Except as provided in 
subsection (c), the Secretary shall, by regulation, develop and 
implement procedures providing for access to the data base established 
under this title to members of the general public.
    (c) Restrictions.--If, in consultation with the heads of other 
executive agencies, the Secretary determines that access by the 
Corporation or any other person to information contained in the data 
base established under this title would--
            (1) threaten national security,
            (2) violate the proprietary rights of any private interest, 
        or
            (3) be otherwise inappropriate
the Secretary shall take such steps as may determine to be appropriate 
to limit access to the information in the data base described in 
paragraphs (1), (2), or (3) of this subsection to the Corporation or 
any other person.

SEC. 104. REVIEW OF CURRENT FEDERAL TECHNOLOGY TRANSFER EFFORTS.

    (a) In General.--The Secretary shall conduct a review of the 
technology transfer activities within all Federal departments, 
agencies, and laboratories, or which are otherwise supported by Federal 
funds. This review shall identify those activities which may overlap or 
duplicate the technology transfer and commercialization activities 
provided for under this Act.
    (b) Reports.--The Secretary shall issue a report to the United 
States House of Representatives and the Senate, not later than one year 
following the enactment of this Act, detailing--
            (1) the findings of the review directed under subsection 
        (a),
            (2) the funding levels of each existing Federal technology 
        transfer and commercialization activities, and
            (3) recommendations for the modification or elimination of 
        any existing Federal technology transfer and commercialization 
        activities which he finds to be duplicative of the activities 
        provided for under this Act.

SEC. 105. EXERCISE OF MARCH-IN RIGHTS; REASSIGNMENT OF LICENSING 
              RESPONSIBILITIES.

    35 U.S.C. 207(b) is amended by inserting the following new 
paragraph--
            ``(4) develop uniform regulations for all Federal agencies 
        which have conveyed title to a subject invention under this 
        chapter requiring such agencies to exercise their rights under 
        section 203(l)(a) within a specified period of time, and, if so 
        directed by the Secretary, to transfer the responsibility for 
        the granting of a nonexclusive, partially exclusive, or 
        exclusive license to a subject invention to such organization 
        as the Secretary may designate.''.

     TITLE II--TECHNOLOGY TRANSFER AND COMMERCIALIZATION FINANCING 
                              CORPORATION

SEC. 201. ESTABLISHMENT OF CORPORATION.

    (a) In General.--There shall be established a Technology Transfer 
and Commercialization Financing Corporation. The Corporation shall be 
operated for the purpose of fostering economic growth, creating new 
employment opportunities, and strengthening the industrial base of the 
United States by providing credit for businesses and by facilitating 
the transfer and commercialization of patents, licenses, processes, and 
technologies--
            (1) owned or held in whole or part by Federal departments, 
        agencies, or government controlled corporations,
            (2) developed in Federal laboratories,
            (3) arising in the course of federally funded research at 
        educational institutions, other units of government, or with 
        private concerns, and
            (4) which are made available by private concerns.
    (b) Corporation Not an Establishment of the United States.--The 
Corporation shall not be an agency or establishment of the United 
States.

SEC. 202. PROCESS OF ORGANIZATION.

    (a) Incorporation.--The Secretary of Commerce, the Secretary of the 
Treasury, and the Secretary of Labor shall serve as the incorporators 
of the Technology Transfer and Commercialization Financing Corporation, 
who shall serve as the initial board of directors until their 
successors are elected and qualified. Such incorporators shall take 
whatever other actions are necessary to establish the corporation, 
including the filing of articles of incorporation.
    (b) Ownership of the Corporation.
            (1) The Federal Government shall retain a 60 percent non-
        voting equity ownership of the Corporation, except as otherwise 
        provided under this Act.
            (2) Within 6 months of the date of enactment, the Secretary 
        of Commerce shall solicit proposals for the sale of the 
        remaining 40 percent of the equity ownership in the Corporation 
        to a United States private entity or consortium which will 
        assume the management and operation of the Corporation. Such 
        final sale shall be completed within 12 months of the date of 
        enactment.
            (3) Any subsequent stock offering in the Corporation will 
        be managed in such manner that 60 percent of such offering is 
        conveyed as non-voting equity ownership, without cost, to the 
        Federal Government.
    (c) Selection Criteria and Procedures for the Sale of 40 Percent of 
the Equity in the Corporation.--
            (1) In general.--The President, in consultation with the 
        Secretary of Commerce, shall make the final selection of a 
        proposal for the sale of 40 percent of the equity in the 
        Corporation, as provided under subsection (b)(2).
            (2) Criteria for selecting a proposal to recommend to the 
        president.--In selecting a proposal to recommend to the 
        President for the sale of 40 percent of the equity in the 
        Corporation, as described in paragraph (1), the Secretary of 
        Commerce shall take into consideration the following factors--
                    (A) the quality of the operational plan,
                    (B) the soundness of the financing of the 
                organization and of the operational plan,
                    (C) the qualifications of, and the diversity of 
                talents and skills represented by, the submitters of 
                the proposal, including the extent to which a 
                combination of organizations is submitting a joint 
                proposal, and
                    (D) whether a State government, or unit of a State 
                government, is participating financially with the 
                organization submitting a proposal,
                    (E) the intentions of the submitters of the 
                proposal to locate the headquarters of the Corporation 
                in an area which is not located in the 50 largest 
                Metropolitan Statistical Areas, based on the 1990 
                Census, and
                    (F) such other factors as the Incorporators 
                determine to be appropriate in meeting the objectives 
                of this Act.
            (3) Procedures for selecting a proposal to recommend to the 
        president.--In selecting a proposal to recommend to the 
        President for the sale of 40 percent of the equity in the 
        Corporation, as described in paragraph (1), the Secretary of 
        Commerce shall ensure that in the selection process--
                    (A) not less than 3 proposals are identified as 
                proposals to receive further consideration, as provided 
                under subparagraphs (B) and (C): Provided, however, 
                That if less than 3 proposals are submitted each of the 
                proposals shall receive such further consideration,
                    (B) a review procedure is implemented under which 
                the sponsors of the proposals identified in 
                subparagraph (A) are provided an opportunity to make 
                personal presentations of their proposals to the 
                Secretary or his designee, and
                    (C) individual negotiations for the revision of 
                proposals identified in subparagraph (A) may be entered 
                into.
    (d) Conversion of Non-Voting Equity to Voting Equity.--Prior to the 
solicitation for proposals, as provided under subsection (b)(2), the 
Secretary shall, by regulation, issue rules setting forth the 
circumstances under which the Federal Government's 60 percent non-
voting equity ownership may be converted into voting equity ownership 
in order to meet the objectives of this Act or otherwise protect the 
interests of the American taxpayers.

SEC. 203. DIRECTORS, OFFICERS, AND EMPLOYEES.

    (a) Board of Directors.--
            (1) Appointment and number.--The Corporation shall have a 
        board of directors consisting of individuals who are citizens 
        of the United States, of whom one shall be elected by the board 
        to serve as chairman. The members of the board shall be elected 
        annually by the stockholders of the Corporation.
            (2) No conflict of interest.--A director may not 
        participate in the deliberations on, or vote on, a matter 
        regarding an application, claim, or other matter pending before 
        the Corporation if, to his knowledge, he, his spouse, minor 
        child, parent, sibling, partner, or organization, other than 
        the Corporation, in which he is serving as an officer, 
        director, trustee, partner, or employee, or any person with 
        whom he is negotiating or has any arrangement concerning 
        perspective employment, has a financial interest in the matter. 
        A director who violates this paragraph shall be subject to 
        removal from the Board, but such a violation shall not impair, 
        nullify, or otherwise affect the validity of any otherwise 
        lawful action by the Corporation in which such director 
        participated.
            (3) Compensation of the board.--The rate of compensation of 
        members of the Board shall be fixed by the stockholders of the 
        Corporation. Funds for such compensation shall be drawn 
        exclusively from the capital and earnings of the Corporation 
        and shall not be drawn from moneys contained in the Fund 
        established under title III.
            (4) Bylaws.--The Board is empowered to adopt and amend 
        bylaws governing the operation of the Corporation. Such bylaws 
        shall not be inconsistent with the provisions of this title or 
        the articles of incorporation of the Corporation.
    (b) Officers and Employees.--
            (1) Appointment.--The Board shall appoint a chief executive 
        officer, who shall have the authority to appoint such other 
        officers and employees as he deems necessary to carry out the 
        provisions of this Title and the functions of the Corporation.
            (2) No conflict of interest.--An officer or employee may 
        not participate in a matter regarding an application, claim, or 
        other matter pending before the Corporation if, to his 
        knowledge, he, his spouse, minor child, parent, sibling, 
        partner, or organization, other than the Corporation, in which 
        he is serving as an officer, director, trustee, partner, or 
        employee, or any person with whom he is negotiating or has any 
        arrangement concerning perspective employment, has a financial 
        interest in the matter. An officer or employee who violates 
        this paragraph shall be subject to termination, but such a 
        violation shall not impair, nullify, or otherwise affect the 
        validity of any otherwise lawful action by the Corporation in 
        which such officer or employee participated.
            (3) Compensation of officers and employees.--The rate of 
        compensation of the chief executive officer, and all officers 
        and employees, of the Corporation shall be fixed by the board. 
        Provided, however, that at its discretion, the Board may 
        delegate to the chief executive officer, subject to the 
        provisions of paragraph (2), the authority to fix the rate of 
        compensation for other offices and employees.
            (4) Source of funds for compensation.--Funds for 
        compensation for the chief executive officer, and for all 
        officers and employees, shall not be drawn from moneys 
        contained in the Fund established under title III.
            (5) Tenure.--Officers and employees shall serve at the 
        pleasure of the Board.

SEC. 204. GENERAL POWERS.

    The corporation shall have the power to do the following:
            (1) Have succession in the name of the Corporation.
            (2) Adopt, alter, and use a corporate seal.
            (3) Sue and be sued in the name of the Corporation.
            (4) Make and carry out contracts.
            (5) Exercise such other incidental powers not inconsistent 
        with this title that are necessary or appropriate to carry out 
        the purposes and functions of the Corporation, including the 
        usual powers conferred upon a corporation by the District of 
        Columbia Business Corporation Act.
            (6) Modify the name of the Corporation.

SEC. 205. PROMOTION OF TECHNOLOGIES.

    (a) Marketing of Technologies.--The Corporation shall undertake an 
aggressive, multifaceted outreach program to increase awareness of the 
availability of patents, licenses, processes, and technologies to 
qualified concerns under this Act. This program shall emphasize the use 
of new information technologies, including the utilization of cable 
television and the modern electronic media, and the data base 
established under title I.
    (b) Utilization of Cable Television.--
            (1) In implementing the outreach program provided under 
        subsection (a) the Corporation shall enter into contracts for 
        the establishment of a cable television network devoted to 
        marketing efforts for the commercialization of patents, 
        licenses, processes, and technologies--
                    (A) owned or held in whole or part by Federal 
                departments, agencies, or government controlled 
                corporations,
                    (B) developed in Federal laboratories,
                    (C) arising in the course of federally funded 
                research at educational institutions, other units of 
                government, or with private concerns, and
                    (D) which are otherwise made available to the 
                government by private concerns.
            (2) Under terms negotiated between the Secretary and the 
        Corporation, the Secretary is authorized to make payments to 
        the Corporation, from the Fund established under title III, or 
        from other authorized funds, for promotional fees for the 
        production of segments for broadcast over cable television, or 
        other appropriate media, which identify--
                    (A) the technologies described in paragraph (1),
                    (B) their potential commercial applications, and
                    (C) methods available for obtaining additional 
                information on the technologies.
    (c) Technical Assistance.--The Corporation shall, upon request, 
provide technical assistance and services, as appropriate and needed, 
to qualified concerns under this title. The Corporation may charge fees 
for technical assistance and services provided under this section in 
amounts sufficient to cover the reasonable cost of such assistance and 
services. The Corporation may waive such fees on a case-by-case basis.
    (d) Outreach to Specific Areas.--The Corporation shall seek to 
ensure that qualified concerns located in areas determined by the 
Secretary of Commerce to--
            (1) have a depressed economy or chronically high 
        unemployment,
            (2) have been adversely affected by the loss of jobs 
        attributable to the North American Free Trade Agreement, or
            (3) be designated Federal empowerment zones or enterprise 
        communities,
are notified of the availability assistance through the program 
established under this title and, to the extent practicable, to 
encourage and facilitate the participation of such qualified concerns 
in such program.

SEC. 206. AUTHORITY TO REPRESENT THE GOVERNMENT.

    (a) In General.--In accordance with regulations promulgated by the 
Secretary, the Corporation shall act as the sole agent, and represent 
the interests, of the Federal Government in facilitating the transfer 
of patents, licenses, processes, and technologies to qualified concerns 
under this Act.
    (b) Rights of Qualified Concerns.--In accordance with regulations 
promulgated by the Secretary, the Corporation is authorized to convey, 
to qualified concerns, under terms and conditions to be negotiated 
between the Corporations and qualified concerns, title, exclusive 
license, non-exclusive license, or other rights which may be necessary 
and appropriate to facilitate the commercialization of patents, 
licenses, processes, and technologies as provided under this Act.
    (c) Minimum Rights of the Federal Government.--In the conveyance of 
rights to qualified concerns as provided for under subsection (b), the 
Corporation shall ensure the following:
            (1) The conveyance agreement contains language providing 
        for the right of the Corporation to revoke the rights provided 
        under subsection (b) if--
                    (A) the qualified concern does not demonstrate that 
                it is undertaking a good faith effort to achieve the 
                commercialization of the patent, license, process, or 
                technology; or
                    (B) the Secretary certifies that the interests of 
                national security or the general welfare of the 
                American people necessitates the revocation of such 
                rights.
            (2) The Federal Government retains a license to such 
        patents, processes, and technologies for its own use.
            (3) The Federal Government receives in compensation for the 
        conveyance of such rights--
                    (A) royalty fees,
                    (B) partial equity ownership in the qualified 
                concerns to whom such rights are conveyed,
                    (C) the right to share in the earnings of the 
                qualified entity proportionate to the value of the 
                rights so conveyed, or
                    (D) a sum of money or other compensation that the 
                Corporation determines to be appropriate.

SEC. 207. FINANCING OF CORPORATION.

    (a) Capital Stock.--The corporation is authorized to issue and have 
outstanding, in such amounts as it shall determine, shares of capital 
stock, without par value, which shall carry voting rights and be 
eligible for dividends.
    (b) Nonvoting Security Issues and Certificates of Indebtedness.--
The corporation is authorized to issue, in addition to the stock 
authorized by subsection (a) of this section, nonvoting securities, 
bonds, debentures, and other certificates of indebtedness as it may 
determine.

SEC. 208. CONSULTATION WITH FEDERAL AGENCIES, AND WITH PRIVATE PARTIES.

    (a) Consultation With Federal Agencies.--In carrying out this 
title, the Board and the Corporation shall consult frequently with the 
Department of Commerce, and such Federal agencies and departments as is 
appropriate, to ensure coordination and the maximum utilization of all 
related Federal resources to promote technology transfer and 
commercialization.
    (b) Security Clearance for Certain Officers.--Officers of the 
Corporation with the appropriate national security clearances shall 
have access to information in the data base, established under title I, 
which has been otherwise restricted because of national security 
considerations. If such officers, upon review of information on 
technologies which have been restricted in the data base, have reason 
to believe that information on selected technologies has been 
unnecessarily restricted, the officers shall so inform the Secretary 
and request that the Secretary review the appropriateness of the 
restriction on information.
    (c) Consultation With Private Parties.--In carrying out this title, 
the Board and the Corporation shall solicit comments from private 
parties, including representatives of finance, industry, and organized 
labor on the role of the Corporation and the needs of private parties.

SEC. 209. REVIEW OF CORPORATION.

    (a) National Academy of Sciences Review.--Not later than 9 years 
after the date of enactment of this Act, the National Academy of 
Sciences shall conduct a review of the performance of the Corporation 
to determine whether the Corporation--
            (1) has had an overall positive effect on the ability of 
        United States industry to commercialize and adopt new 
        technologies;
            (2) has invested in projects that exhibited a reasonable 
        potential for success;
            (3) has successfully promoted and facilitated the transfer 
        and commercialization of patents, licenses, processes, and 
        technologies developed in Federal laboratories, arising in the 
        course of federally funded research at colleges and 
        universities, other units of government, or with private 
        concerns, and which are made available by private concerns; and
            (4) should be terminated.
    (b) Report.--Upon completion of the review referred to in 
subsection (a), the Academy shall submit a report to the President, the 
Congress, and the Corporation. If the Academy determines that the 
Corporation should be terminated, the report shall include a 
recommended termination date.

SEC. 210. AUDIT BY COMPTROLLER GENERAL.

    The Comptroller General of the United States is authorized to audit 
the financial transactions of the Corporation. For the purposes of 
carrying out such an audit, the Comptroller General shall have access 
to all books, records, and property belonging to, or in the possession 
of, the Corporation. In the case of a person or entity which has 
entered into a financial relationship with the Corporation, the 
Comptroller General shall have access only to those books, records, and 
property belonging to, or in the possession of, the person or entity 
which pertain to the Corporation and which are necessary to carry out 
the audit. The Comptroller General shall make a report of each such 
audit to the Congress and the President.

SEC. 211. REPORTS.

    (a) Initial Report.--The Corporation shall, after the completion of 
the 4th year after the date of enactment of this Act, submit a report 
to the President and the Congress concerning the activities of the 
Corporation in carrying out the purposes of this Act. Such report shall 
include a description of the activities, expenditures, and investments 
of the Corporation, and analysis of the rate of return of projects in 
which the Corporation participated, and projections of future 
activities, expenditures, and investments.
    (b) Prereview Report.--The Corporation shall, not later than 8 
years after the date of enactment of this Act, submit a report to the 
President and the Congress. Such report shall contain the type of 
information referred to in subsection (a).

SEC. 212. ADMINISTRATION.

    (a) Hearings.--The Board may hold such hearings, sit and act at 
such times and places, take such testimony, receive such evidence, and 
publish or otherwise distribute so much of its proceedings and reports 
as it may deem advisable.
    (b) Office Space and Equipment.--The Board may acquire, furnish, 
and equip such office space as it determines necessary.
    (c) Necessary Expenses.--The Board may incur such necessary 
expenses and exercise such powers as are consistent and reasonably 
required to perform its functions.
    (d) Records.--To the extent permitted by law, all appropriate 
records and papers of the Board shall be made available for public 
inspection.
    (e) Aid From Federal Agencies.--Upon the request of the Board, the 
head of a Federal department or agency is authorized to--
            (1) furnish to the Board such information as the Board 
        deems necessary for carrying out its functions and as is 
        available to the agency; and
            (2) detail for temporary duty, on a reimbursable basis, 
        such personnel as the Board deems necessary to carry out its 
        functions.

SEC. 213. MISCELLANEOUS PROVISIONS.

    (a) Jurisdiction.--
            (1) In general.--Whenever the Corporation is a party to any 
        civil action under this title, such action shall be deemed to 
        arise under the laws of the United States. No attachment or 
        execution may be issued against the Corporation, or any 
        property thereof, prior to entry of final judgment.
            (2) Citizenship of corporation.--The Corporation shall be 
        deemed to be a citizen only of the District of Columbia for the 
        purpose of determining the original jurisdiction of the 
        district courts of the United States in civil actions to which 
        the Corporation is a party.
    (b) Business Activity and Qualification.--The Corporation shall be 
deemed to be qualified to do business in each State in which it 
performs any activity authorized under this title.

                 TITLE III--COMMERCIALIZATION FINANCING

SEC. 301. TECHNOLOGY TRANSFER INVESTMENT FUND.

    (a) Establishment of Fund.--There is established in the Treasury of 
the United States the Technology Transfer Investment Fund. The Fund 
shall be administered by the Technology Transfer and Commercialization 
Financing Corporation, as provided in title II, in order to carry out 
the purposes of this Act. The Fund shall consist of the amounts 
appropriated under subsection (b).
    (b) Authorization of Appropriation.--There is authorized to be 
appropriated to the Fund, to remain available until expended, 
$3,000,000,000 for fiscal year 1996, $3,000,000,000 for fiscal year 
1997, $3,000,000,000 for fiscal year 1998, $3,000,000,000 for fiscal 
year 1999, and $3,000,000,000 for fiscal year 2000.
    (c) Expenditures From the Fund.--Amounts in the Fund shall be made 
available without fiscal year limitation to the Corporation for the 
purposes of promoting the transfer and commercialization of 
technologies, as provided under section 205, and for providing 
financial support, through direct investment, loans, loan guarantees, 
licenses, equity positions, and joint venture partnerships, to United 
States based consortia, private United States businesses, and 
educational institutions participating in joint projects with private 
United States businesses, for the development and commercialization of 
patents, licenses, processes, and technologies--
            (1) owned or held in whole or part by Federal departments, 
        agencies, or government controlled corporations,
            (2) developed in Federal laboratories,
            (3) arising in the course of federally funded research at 
        educational institutions, other units of government, or with 
        private concerns, or
            (4) which are otherwise made available by private concerns.
    (d) Investment of Excess Funds.--If the Corporation determines that 
the amount of money in the Fund exceeds the current requirements of the 
Corporation, the Corporation may direct the Secretary of the Treasury 
to invest such amounts as the Corporation deems advisable, for such 
period as the Corporation directs, in obligations of the United States, 
in obligations guaranteed by the United States Government, or in such 
other obligations or securities of the United States as the Secretary 
of the Treasury deems appropriate.

SEC. 302. LOAN AND LOAN GUARANTEE AUTHORITY.

    Funds authorized under section 301 may be used by the Corporation 
to enter into agreements to make loans and loan guarantees, either 
directly or in cooperation with other lenders, to small- and medium-
sized qualified concerns based in the United States, and for operations 
located in the United States, in accordance with this title.

SEC. 303. TERMS AND CONDITIONS.

    Loans and loan guarantees made under section 302 shall be in such 
form and manner and under such terms and conditions as the Corporation 
may prescribe, and shall be subject to the following terms and 
conditions:
            (1) Loans awarded or guaranteed shall be for sound 
        financing of development, demonstration, utilization, or 
        commercialization of technologies.
            (2) Loans shall only be awarded or guaranteed if the 
        Corporation finds that--
                    (A) sufficient collateral, which may include both 
                tangible and intangible assets, is pledged; or
                    (B) the borrower is sufficiently financially sound, 
                to reasonably ensure repayment.
            (3) Loans awarded or guaranteed shall be senior to any 
        other debt obligations of the borrower, except to the extent 
        that the Corporation considers necessary to accommodate the 
        borrower's ability to raise sufficient debt or equity capital 
        from other non-Federal sources to pay the balance of eligible 
        project costs that are not covered by such loans.
            (4) Interest on a loan, or portion of a loan, awarded or 
        guaranteed by the Corporation under this title shall be at a 
        rate, at the time such loan is made, to equal the then current 
        average market yield on outstanding debt obligations of the 
        United States with remaining periods to maturity comparable to 
        the maturity of such loan, plus an additional charge of up to 1 
        percent applied by the Corporation to cover expected defaults 
        and reasonable administrative costs of carrying out this title.
            (5) Except as provided in paragraph (6), the maturity of 
        loans awarded or guaranteed under this subtitle may not be less 
        than 2 years or greater than--
                    (A) 10 years; or
                    (B) the useful life of property, plant, equipment, 
                or other assets, as determined by the Corporation, 
                which have been pledged as collateral for such loan,
        whichever is greater.
            (6) The Corporation may extend the maturity of or renew a 
        loan or extend the guarantee of a loan for additional periods, 
        not to exceed 5 years, only if such extension or renewal will 
        aid in the orderly liquidation of such loan.
            (7) Payment of interest on direct loans made by the 
        Corporation under this title may be deferred by the borrower, 
        upon approval by the Corporation, only to the extent that the 
        borrower has established to the satisfaction of the Corporation 
        that the borrower has not realized sufficient earnings and 
        returns of capital to make such payment without incurring undue 
        financial hardship, and that there is a reasonable prospect 
        that such loan and interest thereon will be repaid.
            (8) The Corporation may guarantee payment of up to 100 
        percent of principal and interest on a loan made under section 
        302.
            (9) The Corporation may establish, charge, and regulate 
        fees to cover loan origination and servicing costs that are 
        reasonable and necessary.

SEC. 304. EQUITY INSTRUMENTS PURCHASE OR GUARANTEE AUTHORITY.

    (a) Authority To Purchase and Guarantee Equity Instruments.--For 
the purposes of this Act, the Corporation may purchase or commit to 
purchase nonvoting equity instruments, with or without equity warrants, 
or commit to guarantee, the payment of 100 percent of the redemption 
price of, and dividends on, such equity instruments of United States 
based consortia, private United States businesses, and educational 
institutions participating in joint projects with private United States 
businesses for the development and commercialization in the United 
States of patents, licenses, processes, and technologies--
            (1) owned or held in whole or part by Federal departments, 
        agencies, or government controlled corporations,
            (2) developed in Federal laboratories,
            (3) arising in the course of federally funded research at 
        educational institutions, other units of government, or with 
        private concerns, or
            (4) which are made available by private concerns.
    (b) Terms and Conditions of Equity Instruments--
            (1) Guarantees and purchases of equity instruments, or 
        commitments to make such guarantees and purchases, under this 
        section may be made on such terms and conditions as the 
        Corporation shall set forth in contract and to protect the 
        interests of taxpayers and the United States in the event of 
        default or otherwise.
            (2)(A) Except as provided in subparagraph (B), equity 
        instruments purchased or guaranteed under this section shall be 
        senior in priority for all purposes to all non-Federal equity 
        interests in a licensee unless the Corporation, in the exercise 
        of reasonable investment prudence and in considering the 
        financial soundness of the qualified concern, determines 
        otherwise.
            (B) The equity interests of a university or consortium of 
        universities, or of a State or instrumentality of a State, in a 
        qualified concern shall be equal in priority to Federal equity 
        interests for all purposes unless the Corporation, in the 
        exercise of reasonable investment prudence and in considering 
        the financial soundness of the qualified concern, determines 
        otherwise.
            (3) Equity instruments purchase or guaranteed under this 
        section shall be redeemed not later than 10 years after their 
        date of issuance for an amount equal to 100 percent of the 
        original issue price plus any accrued and unpaid dividends. In 
        order to facilitate the orderly liquidation of a qualified 
        concern's investments, redemption of such equity instruments 
        may be extended by mutual consent for no more than 5 years 
        beyond such expiration date.
            (4) The payment of dividends on equity instruments 
        purchased or guaranteed under this section may be deferred by 
        the qualified concern until such time as, and to the extent 
        that, the qualified concern realizes earnings and returns of 
        capital available for distribution. Accumulated and unpaid 
        dividends on such equity instruments shall be paid by the 
        qualified concern before or at the time of redemption of the 
        equity instruments and before any distribution of net realized 
        earnings and returns of capital of the qualified concern to its 
        non-Federal equity investors.
            (5) For purposes of this subsection, the term ``dividends'' 
        means dividends on preferred stock and returns on preferred 
        limited partnership interests or other similar securities.
    (c) Use of Payments.--Amounts received by the Corporation from the 
payment of dividends and the redemption of equity instruments pursuant 
to this section shall be divided as follows:
            (1) 60 percent of such amounts shall be deposited in the 
        Technology Transfer Investment Fund and shall be available 
        solely for carrying out the purposes of this Act.
            (2) 40 percent of such amounts shall be treated as earnings 
        of the Corporation and available for distribution as determined 
        by the Board.

SEC. 305. TECHNICAL ASSISTANCE FOR LENDERS AND BORROWERS.

    The Corporation shall, upon request, provide technical assistance 
and services, as appropriate and needed, to lenders and borrowers under 
this title, and shall ensure that such lenders and borrowers have ready 
access to appropriate assistance in order to aid such lenders and 
borrowers in achieving the purposes of this Act. The Corporation may 
charge fees for technical assistance and services provided under this 
section in amounts sufficient to cover the reasonable cost of such 
assistance and services. The Corporation may waive such fees on a case-
by-case basis.

SEC. 306. OUTREACH TO SPECIFIC AREAS.

    The Corporation shall seek to ensure that qualified concerns 
located in areas determined by the Secretary of Commerce to--
            (1) have a depressed economy or chronically high 
        unemployment,
            (2) have been adversely affected by the loss of jobs 
        attributable to the North American Free Trade Agreement, or
            (3) be designated Federal empowerment zones or enterprise 
        communities,
are notified of the availability assistance through the program 
established under this title and, to the extent practicable, to 
encourage and facilitate the participation of such qualified concerns 
in such program.

SEC. 307. LIABILITY.

    Nothing in this title or in any other provision of law imposes any 
liability on the United States with respect to any obligations entered 
into, or stocks issued, or commitments made, by the Corporation or any 
qualified concern operating under the provisions of this title.

SEC. 308. INJUNCTIVE RELIEF.

    If the Corporation determines that a qualified concern has engaged, 
or is about to engage, in any acts or practices which constitute a 
violation of any provision of this title, or of any provision of a 
contract entered into under authority provided under this title, the 
Corporation may apply to the appropriate district court of the United 
States for injunctive relief.

SEC. 309. PERFORMANCE MEASURES; ANNUAL REPORT.

    (a) Performance Measures.--The performance of the program 
established under this title shall be evaluated relative to progress 
made in achieving its purposes and shall be measured in relevant and 
meaningful terms such as significant accomplishments in advancing 
technology, businesses formed and financed, jobs created, taxes 
generated, licenses granted and maintained, capital invested, and other 
criteria the Secretary may deem appropriate.
    (b) Annual Report.--The Secretary shall prepare and submit annually 
a report to the Congress containing a full and detailed account of 
operations under this title. Such report shall include--
            (1) an assessment of progress made in achieving the 
        purposes of this subtitle;
            (2) performance measures established under subsection (a);
            (3) an audit setting forth the amount, type, recipient, and 
        source of disbursements, receipts, and losses sustained by the 
        Corporation as a result of operations under this title during 
        the preceding fiscal year and since inception of the program;
            (4) the Corporation's plans to ensure the provision of 
        financing to all areas of the country and to all qualified 
        concerns, and plans to notify and to encourage and facilitate 
        the participation of qualified concerns, including steps taken 
        to accomplish those goals;
            (5) steps taken by the Corporation to carry out this title 
        and to ensure compliance with statutory and regulatory 
        standards relating thereto; and
            (6) recommendations with respect to program changes, 
        statutory changes, and other matters, including tax incentives, 
        to improve and facilitate the operations of the Corporation and 
        to encourage the use of its financing facilities by qualified 
        concerns.

 TITLE IV--ALTERNATIVE MINIMUM TAX ON CORPORATIONS IMPORTING PRODUCTS 
                         INTO THE UNITED STATES

SEC. 401. ALTERNATIVE MINIMUM TAX ON CORPORATIONS IMPORTING PRODUCTS 
              INTO THE UNITED STATES AT ARTIFICIALLY INFLATED PRICES.

    (a) In General.--Subchapter A of chapter 1 of the Internal Revenue 
Code of 1986 (relating to determination of tax liability) is amended by 
adding at the end thereof the following new part:

``PART VIII--ALTERNATIVE MINIMUM TAX ON CORPORATIONS IMPORTING PRODUCTS 
         INTO THE UNITED STATES AT ARTIFICIALLY INFLATED PRICES

                              ``Sec. 59B. Alternative minimum tax on 
                                        corporations importing products 
                                        into the United States at 
                                        artificially inflated prices.

``SEC. 59B. ALTERNATIVE MINIMUM TAX ON CORPORATIONS IMPORTING PRODUCTS 
              INTO THE UNITED STATES AT ARTIFICIALLY INFLATED PRICES.

    ``(a) Imposition of Tax.--In the case of a corporation to which 
this section applies, there is hereby imposed an alternative minimum 
tax equal to 5 percent of net business receipts of the corporation for 
the taxable year.
    ``(b) Taxpayers to Which Section Applies.--This section shall apply 
to any corporation, foreign or domestic, if--
            ``(1) gross sales in the United States during the tax year 
        of parts or products manufactured by the corporation, or any 
        subsidiary or affiliate controlled by the corporation, exceeded 
        $10,000,000,
            ``(2) during that same tax year parts or products 
        manufactured by the corporation, or any subsidiary or affiliate 
        controlled by the corporation, with a customs value in excess 
        of $10,000,000 were imported into the United States, and
            ``(3) its tax obligation under this section exceeds its 
        total tax obligation under all other sections of the Internal 
        Revenue Code of 1986.
    ``(c) Credit for Taxes Paid.--There shall be a nonrefundable credit 
against the taxes owed under this section equal to the total of all 
other taxes paid by the corporation under the Internal Revenue Code of 
1986.
    ``(d) Definitions.--For purposes of this section:
            ``(1) Net business receipts.--The term `net business 
        receipts' means the value of all parts or products sold in the 
        United States, excluding--
                    ``(A) the value of parts or products sold for 
                export,
                    ``(B) expenses paid for parts or products produced 
                in the United States,
                    ``(C) expenses paid for services performed in the 
                United States, and
                    ``(D) amounts paid for income, sales or use taxes 
                imposed by any State, or political subdivision thereof, 
                or by the District of Columbia, Puerto Rico, Guam or 
                the Virgin Islands.
            ``(2) Subsidiary or affiliate controlled by the 
        corporation.--An entity shall be considered to be a `subsidiary 
        or affiliate controlled by the corporation' if the corporation 
        owns 5 percent or more of any class of stock of the entity or 
        if the corporation exercises control over a majority of the 
        board of directors of the entity.''
    (b) Clerical Amendment.--The table of parts for such subchapter A 
is amended by adding at the end thereof the following new item:

                              ``Part VIII.  Alternative minimum tax on 
                                        corporations importing products 
                                        into the United States at 
                                        artificially inflated prices.''
    (c) Effective Date.--The amendments made by this section shall 
apply to taxable years beginning after December 31, 1995.

                   TITLE V--MISCELLANEOUS PROVISIONS

SEC. 501. EFFECTIVE DATE.

    This Act shall be effective upon enactment.

SEC. 502. SEPARABILITY.

    If any provision of this Act, or any application of such provision 
to any person or circumstance, shall be held invalid, the remainder of 
this Act, or the application of such provision to person or 
circumstances other than those as to which it is held invalid, shall 
not be affected thereby.

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