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H. Rept. 115-451 1 (2017-12-07)

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U.S. GOVERNMENT
INFORMATION
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                   115TH CONGRESS                                     REPORT
                      1st Session   HOUSE OF REPRESENTATIVES          115-451





                   CORPORATE GOVERNANCE REFORM AND TRANSPARENCY
                                           ACT OF 2017


                   DECEMBER 7, 2017.-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. 4015]

                            [Including cost estimate of the Congressional Budget Office]
                     The Committee on Financial Services, to whom was referred the
                   bill (H.R. 4015) 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, report favorably thereon without amendment and
                   recommend that the bill do pass.
                                       PURPOSE AND SUMMARY
                     On October 11, 2017, Representative Sean Duffy introduced the
                   Corporate Governance Reform and Transparency Act of 2017,
                   which enhances transparency in the shareholder proxy system by
                   providing for, among other things, the registration of proxy advi-
                   sory firms with the U.S. Securities and Exchange Commission
                   (SEC), disclosure of proxy firms' potential conflicts of interest and
                   codes of ethics, and the disclosure of proxy firms' methodologies for
                   formulating proxy recommendations and analyses.
                               BACKGROUND AND NEED FOR LEGISLATION
                     The goal of H.R. 4015 is to improve transparency in the proxy
                   system and enhance shareholder access to investment information
                      79-006