[Congressional Bills 109th Congress]
[From the U.S. Government Publishing Office]
[H.R. 4929 Introduced in House (IH)]







109th CONGRESS
  2d Session
                                H. R. 4929

 To amend section 721 of the Defense Production Act of 1950 to enhance 
      the effectiveness of the investigations of certain mergers, 
acquisitions, and takeovers for national security implications, and for 
                            other purposes.


_______________________________________________________________________


                    IN THE HOUSE OF REPRESENTATIVES

                             March 9, 2006

   Mr. Sabo introduced the following bill; which was referred to the 
 Committee on Financial Services, and in addition to the Committees on 
 Energy and Commerce, International Relations, and Select Intelligence 
 (Permanent Select), 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 section 721 of the Defense Production Act of 1950 to enhance 
      the effectiveness of the investigations of certain mergers, 
acquisitions, and takeovers for national security implications, 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.

    This Act may be cited as the ``Foreign Investment National Security 
Review Act of 2006''.

SEC. 2. INVESTIGATION OF CERTAIN TRANSACTIONS FOR NATIONAL SECURITY 
              IMPLICATIONS.

    (a) In General.--Section 721 of the Defense Production Act of 1950 
(50 U.S.C. App. 2170) is amended to read as follows:

``SEC. 721. INVESTIGATION OF CERTAIN TRANSACTIONS FOR NATIONAL SECURITY 
              IMPLICATIONS.

    ``(a) Investigations.--
            ``(1) In general.--Upon receiving written notification, as 
        prescribed by regulations under this section, of any merger, 
        acquisition, or takeover proposed or pending on or after the 
        date of the enactment of this section by or with any foreign 
        person which could result in foreign control of any person 
        engaged in interstate commerce in the United States, the 
        President, acting through the President's designee and the 
        Committee on Foreign Investment in the United States shall 
        conduct an investigation to determine the effects, if any, of 
        the proposed or pending merger, acquisition, or takeover on the 
        national security of the United States.
            ``(2) Timing.--Any investigation required under paragraph 
        (1) shall be completed before the end of the 75-day period 
        beginning on the date of the receipt by the President or the 
        President's designee of written notification of the proposed or 
        pending merger, acquisition, or takeover.
    ``(b) Confidentiality of Information.--
            ``(1) In general.--Any information or documentary material 
        filed with the President or the President's designee pursuant 
        to this section shall be exempt from disclosure under section 
        552 of title 5, United States Code, and no such information or 
        documentary material may be made public, except as may be 
        relevant to any administrative or judicial action or 
        proceeding.
            ``(2) Availability to the congress.--No provision of 
        paragraph (1) shall be construed as preventing the disclosure 
        of any information or documentary material to either House of 
        Congress or to any duly authorized committee or subcommittee of 
        the Congress.
    ``(c) Committee on Foreign Investment in the United States.--
            ``(1) Establishment.--The Committee on Foreign Investment 
        in the United States established pursuant to Executive Order 
        No. 11858 (hereafter in this section referred to as the 
        `Committee') shall be a multi-agency committee to carry out 
        this section and such other assignments as the President may 
        designate.
            ``(2) Membership.--The Committee shall be comprised of the 
        following members:
                    ``(A) The Secretary of the Treasury.
                    ``(B) The Secretary of State.
                    ``(C) The Secretary of Defense.
                    ``(D) The Secretary of Homeland Security.
                    ``(E) The Attorney General.
                    ``(F) The Secretary of Commerce.
                    ``(G) The Director of the Office of Management and 
                Budget.
                    ``(H) The United States Trade Representative.
                    ``(I) The Chairman of the Council of Economic 
                Advisors.
                    ``(J) The Director of the Office of Science and 
                Technology Policy.
            ``(3) Chairperson.--The Secretary of the Treasury shall be 
        the Chairperson of the Committee.
            ``(4) Other members.--The Chairperson of the Committee 
        shall involve the heads of such other Federal agencies, the 
        Assistant to the President for National Security Affairs, and 
        the Assistant to the President for Domestic Policy in any 
        investigation under subsection (a) as the Chairperson 
        determines to be appropriate on the basis of the facts and 
        circumstances of the transaction under investigation.
            ``(5) Role of the director of national intelligence.--The 
        Director of National Intelligence shall provide appropriate 
        intelligence analysis and intelligence briefings to the 
        Committee.
    ``(d) Action by the President.--
            ``(1) In general.--No proposed or pending acquisition, 
        merger, or takeover, of a person engaged in interstate commerce 
        in the United States by or with foreign persons may occur 
        unless the President, on the basis of an investigation and 
        report by the Committee, finds that such acquisition, merger or 
        takeover, will not threaten to impair the national security of 
        the United States, as defined by regulations prescribed 
        pursuant to this section, and approves the transaction.
            ``(2) Enforcement.--The President shall direct the Attorney 
        General to seek appropriate relief, including divestment 
        relief, in the district courts of the United States in order to 
        implement and enforce--
                    ``(A) any finding, action, or determination under 
                this section of disapproval of an acquisition, merger, 
                or takeover; or
                    ``(B) any conditions imposed on any approval of any 
                acquisition, merger, or takeover.
            ``(3) Finality of determinations.--All actions and 
        determinations under this section shall be final and not 
        subject to judicial review.
    ``(e) Findings by the President.--
            ``(1) In general.--A finding under this section of 
        impairment or threatened impairment to national security shall 
        be based on credible evidence that leads the President to 
        believe that--
                    ``(A) the foreign interest exercising control might 
                take action that threatens to impair the national 
                security; and
                    ``(B) other provisions of law do not provide 
                adequate and appropriate authority for the President to 
                protect the national security.
            ``(2) Factors to be considered.--Any investigation under 
        this section shall take into account the following factors:
                    ``(A) Domestic production needed for projected 
                national defense requirements.
                    ``(B) The capability and capacity of domestic 
                industries to meet national defense requirements, 
                including the availability of human resources, 
                products, technology, materials, and other supplies and 
                services.
                    ``(C) The control of domestic industries and 
                commercial activity by foreign citizens as it affect 
                the capability and capacity of the United States to 
                meet the requirements of national security.
                    ``(D) The potential effects of the proposed or 
                pending transaction on sales of military goods, 
                equipment, or technology to any country--
                            ``(i) identified by the Secretary of 
                        State--
                                    ``(I) under section 6(j) of the 
                                Export Administration Act of 1979, as a 
                                country that supports terrorism;
                                    ``(II) under section 6(l) of the 
                                Export Administration Act of 1979, as a 
                                country of concern regarding missile 
                                proliferation; or
                                    ``(III) under section 6(m) of the 
                                Export Administration Act of 1979, as a 
                                country of concern regarding the 
                                proliferation of chemical and 
                                biological weapons; or
                            ``(ii) listed under section 309(c) of the 
                        Nuclear Non-Proliferation Act of 1978 on the 
                        `Nuclear Non-Proliferation-Special Country 
                        List' (15 C.F.R. Part 778, Supplement No. 4) or 
                        any successor list.
                    ``(E) The potential effects on the proposed or 
                pending transaction on United States international 
                technological leadership in areas affecting United 
                States national security.
    ``(f) Report to the Congress.--Upon making any determination to 
approve or disapprove any merger, acquisition, or takeover by or with 
any foreign person which could result in foreign control of any person 
engaged in interstate commerce in the United States, the President 
shall immediately transmit to the Secretary of the Senate and the Clerk 
of the House of Representatives a written report of the President's 
determination under this section to approve or disapprove such merger, 
acquisition, or takeover, including a detailed explanation of the 
finding made and factors considered.
    ``(g) Congressional Action.--
            ``(1) In general.--If the determination of the President 
        contained in the report transmitted to the Congress under 
        subsection (f) is that the President will approve any merger, 
        acquisition, or takeover under subsection (d) and not later 
        than 30 days after the date on which Congress receives the 
        report, a joint resolution described in paragraph (2) is 
        enacted into law, then the President shall take such action 
        under subsection (d) as is necessary to prohibit the merger, 
        acquisition, or takeover, including, if such acquisition has 
        been completed, directing the Attorney General to seek 
        divestment or other appropriate relief in the district courts 
        of the United States.
            ``(2) Joint resolution described.--For purposes of 
        paragraph (1), the term `joint resolution' means a joint 
        resolution of the Congress, the sole matter after the resolving 
        clause of which is as follows: `That the Congress disapproves 
        the determination of approval of the President contained in the 
        report submitted to Congress pursuant to section 721(f) of the 
        Defense Production Act of 1950 on _____.', with the blank space 
        being filled with the appropriate date.
            ``(3) Computation of review period.--In computing the 30-
        day period referred to in paragraph (1), there shall be 
        excluded any day described in section 154(b) of the Trade Act 
        of 1974.
    ``(h) Regulations.--The President shall direct the issuance of 
regulations to carry out this section. Such regulations shall, to the 
extent possible, minimize paperwork burdens and shall to the extent 
possible coordinate reporting requirements under this section with 
reporting requirements under any other provision of Federal law.
    ``(i) Effect on Other Law.--No provision of this section shall be 
construed as altering or affecting any existing authority, power, 
process, regulation, investigation, enforcement measure, or review 
provided by any other provision of law.
    ``(j) Technology Risk Assessments.--In any case in which an 
assessment of the risk of diversion of defense critical technology is 
performed by the Committee or any other designee of the President, a 
copy of such assessment shall be provided to any other designee of the 
President responsible for reviewing or investigating a merger, 
acquisition, or takeover under this section.
    ``(k) Biennial Report on Critical Technologies.--
            ``(1) In general.--In order to assist the Congress in its 
        oversight responsibilities with respect to this section, the 
        President and such agencies as the President shall designate 
        shall complete and furnish to the Congress, not later than May 
        1, 2007, and upon the expiration of every 2 years thereafter, a 
        report, both in classified and unclassified form, which--
                    ``(A) evaluates whether there is credible evidence 
                of a coordinated strategy by 1 or more countries or 
                companies to acquire United States companies involved 
                in research, development, or production of critical 
                technologies for which the United States is a leading 
                producer; and
                    ``(B) evaluates whether there are industrial 
                espionage activities directed or directly assisted by 
                foreign governments against private United States 
                companies aimed at obtaining commercial secrets related 
                to critical technology.
            ``(2) Definition.--For the purposes of this subsection, the 
        term `critical technologies' means technologies identified 
        under title VI of the National Science and Technology Policy, 
        Organization, and Priorities Act of 1976 or other critical 
        technology, critical components, or critical technology items 
        essential to national defense or security identified pursuant 
        to this section.
    ``(l) Biennial Report on Critical Infrastructure.--In order to 
assist the Congress in its oversight responsibilities, the President 
and such agencies as the President shall designate shall complete and 
furnish to the Congress, not later than 90 days after the date of 
enactment of this subsection and upon the expiration of every 2 years 
thereafter, a report, both in classified and unclassified form, which--
            ``(1) lists all critical infrastructure, as defined under 
        subtitle B of title II of Public Law 107-296, that is owned, 
        controlled or dominated by an alien, a foreign corporation, or 
        a foreign government;
            ``(2) evaluates whether there is credible evidence of a 
        coordinated strategy by 1 or more countries or companies to 
        acquire United States critical infrastructure; and
            ``(3) evaluates whether there are industrial espionage 
        activities directed or directly assisted by foreign governments 
        against private United States companies controlling critical 
        infrastructure.''.
    (b) Effective Date.--The amendments made by subsection (a) shall 
apply to the review and investigation of any acquisition, merger, or 
takeover which is or becomes subject to section 721 of the Defense 
Production Act of 1950 (50 U.S.C. App. 2170) (as in effect immediately 
before the date of the enactment of this Act or on or after such date) 
that has not become final before the date of the enactment of this Act.
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