Corporate Governance Improvement and Investor Protection Act

3/8/2023, 8:11 PM

Corporate Governance Improvement and Investor Protection Act

This bill requires publicly traded companies to periodically disclose information related to

  • environmental, social, and governance performance metrics;
  • expenditures for certain political activities;
  • compensation information regarding executive officers and employees;
  • climate change-related risks, including direct and indirect greenhouse gas emissions and fossil fuel-related assets;
  • tax jurisdiction, income, and assets of constituent entities on a country-by-country basis;
  • workforce management policies, practices, and performance;
  • incidents of workplace harassment and retaliation;
  • cybersecurity;
  • the demographic composition of the board of directors and executive officers; and
  • manufacturing activity in China's Xinjiang Uyghur Autonomous Region.

The bill also establishes the Sustainable Finance Advisory Committee that must, among other duties, recommend to the Securities and Exchange Commission (SEC) policies to facilitate the flow of capital toward environmentally sustainable investments.

The SEC must report on the viability and occurrence of shareholder collective action, particularly regarding employment, environmental, social, and governance issues.

The SEC must also report on compliance issues small businesses face with respect to disclosure requirements related to environmental, social, and governance performance metrics.

Bill 117 HR 1187, also known as the Corporate Governance Improvement and Investor Protection Act, aims to enhance transparency and accountability within corporations to better protect the interests of investors. The bill includes provisions that require public companies to disclose more information about their corporate governance practices, such as the composition of their boards of directors and executive compensation packages.

Additionally, the bill seeks to strengthen shareholder rights by giving investors more say in important corporate decisions, such as mergers and acquisitions. It also includes measures to prevent insider trading and other forms of corporate misconduct.

Overall, the Corporate Governance Improvement and Investor Protection Act is designed to promote good corporate governance practices and ensure that investors are adequately protected from fraud and abuse. It represents a bipartisan effort to strengthen the integrity of the US financial markets and promote a fair and transparent business environment.
Congress
117
Number
HR - 1187
Introduced on
2021-02-18
# Amendments
6
Sponsors
+5
Cosponsors
+5

Variations and Revisions

6/17/2021
Text
PDF
XML

Status of Legislation

Bill Introduced
Introduced to House
Failed in House
Introduced to Senate
Senate to Vote

Purpose and Summary

Corporate Governance Improvement and Investor Protection Act

This bill requires publicly traded companies to periodically disclose information related to

  • environmental, social, and governance performance metrics;
  • expenditures for certain political activities;
  • compensation information regarding executive officers and employees;
  • climate change-related risks, including direct and indirect greenhouse gas emissions and fossil fuel-related assets;
  • tax jurisdiction, income, and assets of constituent entities on a country-by-country basis;
  • workforce management policies, practices, and performance;
  • incidents of workplace harassment and retaliation;
  • cybersecurity;
  • the demographic composition of the board of directors and executive officers; and
  • manufacturing activity in China's Xinjiang Uyghur Autonomous Region.

The bill also establishes the Sustainable Finance Advisory Committee that must, among other duties, recommend to the Securities and Exchange Commission (SEC) policies to facilitate the flow of capital toward environmentally sustainable investments.

The SEC must report on the viability and occurrence of shareholder collective action, particularly regarding employment, environmental, social, and governance issues.

The SEC must also report on compliance issues small businesses face with respect to disclosure requirements related to environmental, social, and governance performance metrics.

Bill 117 HR 1187, also known as the Corporate Governance Improvement and Investor Protection Act, aims to enhance transparency and accountability within corporations to better protect the interests of investors. The bill includes provisions that require public companies to disclose more information about their corporate governance practices, such as the composition of their boards of directors and executive compensation packages.

Additionally, the bill seeks to strengthen shareholder rights by giving investors more say in important corporate decisions, such as mergers and acquisitions. It also includes measures to prevent insider trading and other forms of corporate misconduct.

Overall, the Corporate Governance Improvement and Investor Protection Act is designed to promote good corporate governance practices and ensure that investors are adequately protected from fraud and abuse. It represents a bipartisan effort to strengthen the integrity of the US financial markets and promote a fair and transparent business environment.
Alternative Names
Official Title as IntroducedTo provide for disclosure of additional material information about public companies and establish a Sustainable Finance Advisory Committee, and for other purposes.
Policy Areas
Finance and Financial Sector
Potential Impact
Administrative law and regulatory procedures•
Administrative remedies•
Advisory bodies•
Air quality•
Alternative and renewable resources•
Asia•
Assault and harassment offenses•
Atmospheric science and weather•
Business ethics•
Business investment and capital•
Business records•
China•
Climate change and greenhouse gases•
Coal•
Computer security and identity theft•
Congressional oversight•
Contracts and agency•
Corporate finance and management•
Detention of persons•
Elections, voting, political campaign regulation•
Employee benefits and pensions•
Employee hiring•
Employment and training programs•
Employment discrimination and employee rights•
Environmental assessment, monitoring, research•
Financial services and investments•
Fraud offenses and financial crimes•
Government ethics and transparency, public corruption•
Government information and archives•
Government studies and investigations•
Human rights•
Labor market•
Labor standards•
Labor-management relations•
Manufacturing•
Minority employment•
Oil and gas•
Racial and ethnic relations•
Religion•
Securities•
Securities and Exchange Commission (SEC)•
Self-employed•
Sex offenses•
Small business•
Tax administration and collection, taxpayers•
Taxation of foreign income•
Temporary and part-time employment•
Unemployment•
Wages and earnings•
Women's employment•
Worker safety and health

Comments

Related

Bill Update Alert:  Climate Risk Disclosure Act of 2021
Bill Update Alert:  Improving Corporate Governance Through Diversity Act of 2021
Amendment Update Alert:  117 hamdt 51 - undefined
Bill Update Alert:  Workforce Investment Disclosure Act of 2021
Amendment Update Alert:  117 hamdt 56 - undefined
Bill Update Alert:  Providing for consideration of the bill (H.R. 256) to repeal the Authorization for Use of Military Force Against Iraq Resolution of 2002; providing for consideration of the bill (H.R. 1187) to provide for disclosure of additional material information about public companies and establish a Sustainable Finance Advisory Committee, and for other purposes; and for other purposes.
Bill Update Alert:  Improving Corporate Governance Through Diversity Act of 2021
Amendment Update Alert:  117 hamdt 52 - Amendment sought to require publicly traded companies to disclose the negative impacts of federal corporate tax increases.
Amendment Update Alert:  117 hamdt 54 - Amendment sought to replace the text of the bill with a study requiring the Securities and Exchange Commission to summarize and describe any inconsistencies between the different ESG and climate disclosure frameworks before requiring any type of disclosure from public companies.
Bill Update Alert:  Uyghur Forced Labor Disclosure Act
Bill Update Alert:  Shareholder Political Transparency Act of 2021
Bill Update Alert:  Workforce Investment Disclosure Act of 2021
Bill Update Alert:  Climate Risk Disclosure Act of 2021
Bill Update Alert:  Greater Accountability in Pay Act of 2021
Bill Update Alert:  Cybersecurity Disclosure Act of 2021
Bill Update Alert:  Disclosure of Tax Havens and Offshoring Act
Amendment Update Alert:  117 hamdt 53 - Amendments en bloc No. 1 comprised of amendments numbered 2, 3, 5, 6, 7, and 9, printed in House Report 117-59.
Amendment Update Alert:  117 hamdt 55 - Amendment requires the Securities and Exchange Commission, in conjunction with the Office of the Advocate for Small Business Capital Formation and the Office of the Investor Advocate, to conduct a study and issue a report on the issues small businesses face in reporting ESG disclosures.
Committee:  Financial Services
Committee:  Banking, Housing, and Urban Affairs

Recent Activity

Latest Summary12/9/2021

Corporate Governance Improvement and Investor Protection Act

This bill requires publicly traded companies to periodically disclose information related to

  • environmental, social, and governance performance met...
Latest Action6/17/2021
Received in the Senate and Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.