[Congressional Record Volume 166, Number 127 (Monday, July 20, 2020)]
[Senate]
[Pages S4297-S4298]
From the Congressional Record Online through the Government Publishing Office [www.gpo.gov]

  SA 2468. Mr. MENENDEZ (for himself and Mr. Kennedy) submitted an 
amendment intended to be proposed by him to the bill S. 4049, to 
authorize appropriations for fiscal year 2021 for military activities 
of the Department of Defense, for military construction, and for 
defense activities of the Department of Energy, to prescribe military 
personnel strengths for such fiscal year, and for other purposes; which 
was ordered to lie on the table; as follows:

       At the appropriate place, insert the following:

     SEC. ___. SUBMISSION OF DATA RELATING TO DIVERSITY BY 
                   ISSUERS.

       Section 13 of the Securities Exchange Act of 1934 (15 
     U.S.C. 78m) is amended by adding at the end the following:
       ``(s) Submission of Data Relating to Diversity.--
       ``(1) Definitions.--In this subsection--
       ``(A) the term `executive officer' has the meaning given 
     the term in section 230.501 of title 17, Code of Federal 
     Regulations, as in effect on the date of enactment of this 
     subsection; and
       ``(B) the term `veteran' has the meaning given the term in 
     section 101 of title 38, United States Code.
       ``(2) Submission of disclosure.--Each issuer required to 
     file an annual report under subsection (a) shall disclose in 
     any proxy statement relating to the election of directors, 
     and in any information statement that so relates, that is 
     filed with the Commission the following:
       ``(A) Data, based on voluntary self-identification, on the 
     racial, ethnic, and gender composition of--
       ``(i) the board of directors of the issuer;
       ``(ii) nominees for the board of directors of the issuer; 
     and
       ``(iii) the executive officers of the issuer.
       ``(B) The status, based on voluntary self-identification, 
     of any member of the board of directors of the issuer, any 
     nominee for the board of directors of the issuer, or any 
     executive officer of the issuer as a veteran.
       ``(C) Whether the board of directors of the issuer, or any 
     committee of that board of directors, has, as of the date on 
     which the issuer makes a disclosure under this paragraph, 
     adopted any policy, plan, or strategy

[[Page S4298]]

     to promote racial, ethnic, and gender diversity among--
       ``(i) the board of directors of the issuer;
       ``(ii) nominees for the board of directors of the issuer; 
     or
       ``(iii) the executive officers of the issuer.
       ``(3) Alternative submission.--In any 1-year period in 
     which an issuer required to file an annual report under 
     subsection (a) does not file with the Commission a proxy 
     statement or information statement described in paragraph 
     (2), the issuer shall disclose the information required under 
     that paragraph in the first annual report of the issuer that 
     the issuer submits to the Commission after the end of that 1-
     year period.
       ``(4) Best practices.--
       ``(A) In general.--Not later than 3 years after the date of 
     enactment of this subsection, and once every 3 years 
     thereafter, the Director of the Office of Minority and Women 
     Inclusion of the Commission (referred to in this paragraph as 
     the `Director'), in consultation with the advisory council 
     established under subparagraph (C), shall publish best 
     practices with respect to compliance with this subsection.
       ``(B) Comments.--The Director may, pursuant to subchapter 
     II of chapter 5 of title 5, United States Code, solicit 
     public comments relating to the best practices published 
     under subparagraph (A).
       ``(C) Advisory council.--The Director shall, in accordance 
     with the Federal Advisory Committee Act (5 U.S.C. App.), 
     establish an advisory council that shall--
       ``(i) include issuers and investors; and
       ``(ii) advise the Director with respect to the best 
     practices published under subparagraph (A).''.
                                 ______