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H. Rept. 114-798 1 (2016-09-28)

handle is hein.congrecreports/crptxrwl0001 and id is 1 raw text is: AUT-ENTICATED US. GOVERNMENT INFORMATION GP 114TH CONGRESS REPORT 2d Session HOUSE OF REPRESENTATIVES 114-798 CORPORATE GOVERNANCE REFORM AND TRANSPARENCY ACT OF 2016 SEPTEMBER 28, 2016.-Committed to the Committee of the Whole House on the State of the Union and ordered to be printed Mr. HENSARLING, from the Committee on Financial Services, submitted the following REPORT together with MINORITY VIEWS [To accompany H.R. 5311] [Including cost estimate of the Congressional Budget Office] The Committee on Financial Services, to whom was referred the bill (H.R. 5311) to improve the quality of proxy advisory firms for the protection of investors and the U.S. economy, and in the public interest, by fostering accountability, transparency, responsiveness, and competition in the proxy advisory firm industry, having consid- ered the same, reports favorably thereon with an amendment and recommends that the bill as amended do pass. The amendment is as follows: Strike all after the enacting clause and insert the following: SECTION 1. SHORT TITLE. This Act may be cited as the Corporate Governance Reform and Transparency Act of 2016. SEC. 2. DEFINITIONS. (a) SECURITIES EXCHANGE ACT OF 1934.-Section 3(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)) is amended by adding at the end the following new paragraphs: (81) PROXY ADVISORY FIRM.-The term 'proxy advisory firm' means any per- son registered under section 15H who is engaged in the business of providing proxy voting research, analysis, or recommendations to clients, which conduct constitutes a solicitation within the meaning of section 14 and the Commission's rules and regulations thereunder, except to the extent that the person is ex- empted by such rules and regulations from requirements otherwise applicable to persons engaged in a solicitation. 59-006

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