H.R. 1018House116th Congress (2019-2021)In Committee

Improving Corporate Governance Through Diversity Act of 2019

Introduced February 6, 2019

AI-Generated Summary

Updated April 14, 2026 at 1:37 AM UTC

The Improving Corporate Governance Through Diversity Act of 2019 would amend the Securities Exchange Act of 1934 to require publicly traded companies to disclose diversity information about their boards, board nominees, and executive officers. The bill aims to increase transparency on race, ethnicity, gender, and veteran status and to encourage policies that promote diversity. It also directs the SEC to issue best‑practice guidance on compliance.

Key Provisions

  • Defines “executive officer” and “veteran” for the purposes of the new disclosure rules.
  • Requires issuers to include, in proxy or information statements, self‑identified data on the racial, ethnic, gender, and veteran composition of their board, board nominees, and executive officers.
  • Mandates disclosure of whether the board or its committees have adopted any policies or plans to improve racial, ethnic, gender, or veteran diversity.
  • Provides an alternative filing method: if a company does not issue a proxy or information statement in a given year, it must report the required data in its next annual report.
  • Orders the SEC’s Office of Minority and Women Inclusion to publish best‑practice guidance every three years, after seeking public comment and consulting an advisory council of issuers and investors.

Legislative Activity

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3 earlier actions
HouseCommittee Latest Action

Ordered to be Reported (Amended) by the Yeas and Nays: 53 - 5.

July 11, 2019

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HouseIntro Referral

Introduced in House

February 6, 2019

HouseIntro Referral

Referred to the House Committee on Financial Services.

February 6, 2019

HouseCommittee

Committee Consideration and Mark-up Session Held.

July 11, 2019

HouseCommittee

Ordered to be Reported (Amended) by the Yeas and Nays: 53 - 5.

July 11, 2019

Bill Text

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Introduced in HouseIssued February 6, 2019

I

116th CONGRESS

1st Session

H. R. 1018

IN THE HOUSE OF REPRESENTATIVES

February 6, 2019

Mr. Meeks (for himself and Ms. Adams) introduced the following bill; which was referred to the Committee on Financial Services

A BILL

To amend the Securities Exchange Act of 1934 to require the submission by issuers of data relating to diversity and for other purposes.

1.

Short title

This Act may be cited as the Improving Corporate Governance Through Diversity Act of 2019.

2.

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(f) 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 and any information statement relating to the election of directors 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 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, based on voluntary self-identification, 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 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 relating to the election of directors or an information statement, the issuer shall disclose the information required under paragraph (2) in the first annual report of issuer that the issuer submits to the Commission after the end of that 1-year period.

(4)

Best practices

(A)

In general

The Director of the Office of Minority and Women Inclusion of the Commission shall, not later than the end of the 3-year period beginning on the date of the enactment of this subsection and every three years thereafter, and in consultation with the advisory council established pursuant to subparagraph (C), publish best practices for compliance with this subsection.

(B)

Comments

The Director of the Office of Minority and Women Inclusion of the Commission may, pursuant to subchapter II of chapter 5 of title 5, United States Code, solicit public comments related to the best practices published under subparagraph (A).

(C)

Advisory Committee

The Director of the Office of Minority and Women Inclusion of the Commission shall, pursuant to the Federal Advisory Committee Act, establish an advisory council, that includes issuers and investors, to advise on the best practices published under subparagraph (A).

.