Texas 2025 - 89th Regular

Texas Senate Bill SB2117 Compare Versions

Only one version of the bill is available at this time.

Old	New	Differences
1	1	89R10974 RDS-F
2	2	By: Parker, Campbell, Kolkhorst S.B. No. 2117
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7	7	A BILL TO BE ENTITLED
8	8	AN ACT
9	9	relating to the establishment of the Texas Committee on Foreign
10	10	Investment to review certain transactions involving certain
11	11	foreign entities; creating a civil penalty.
12	12	BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:
13	13	SECTION 1. Subtitle B, Title 4, Government Code, is amended
14	14	by adding Chapter 426 to read as follows:
15	15	CHAPTER 426. TEXAS COMMITTEE ON FOREIGN INVESTMENT
16	16	SUBCHAPTER A. GENERAL PROVISIONS
17	17	Sec. 426.001. DEFINITIONS. In this chapter:
18	18	(1) "Committee" means the Texas Committee on Foreign
19	19	Investment.
20	20	(2) "Covered transaction" means a foreign transaction
21	21	that is subject to this chapter in accordance with rules adopted
22	22	under Section 426.101.
23	23	(3) "Critical infrastructure" means infrastructure in
24	24	one of the following categories:
25	25	(A) chemical;
26	26	(B) commercial facilities;
27	27	(C) communications;
28	28	(D) critical manufacturing;
29	29	(E) dams;
30	30	(F) defense industrial bases;
31	31	(G) emergency services;
32	32	(H) energy;
33	33	(I) financial services;
34	34	(J) food and agriculture;
35	35	(K) government facilities;
36	36	(L) health care and public health;
37	37	(M) information technology;
38	38	(N) nuclear reactors, materials, and waste;
39	39	(O) transportation systems; or
40	40	(P) water and wastewater systems.
41	41	(4) "Foreign entity" means:
42	42	(A) a person who is not:
43	43	(i) a citizen or national of the United
44	44	States; or
45	45	(ii) an alien who is lawfully admitted for
46	46	permanent residence in the United States under the federal
47	47	Immigration and Nationality Act (8 U.S.C. Section 1101 et seq.);
48	48	(B) a foreign government; or
49	49	(C) a business entity:
50	50	(i) organized in a foreign country or under
51	51	the laws of a foreign government;
52	52	(ii) that has its principal place of
53	53	business in a foreign country; or
54	54	(iii) controlled by an entity described by
55	55	this subdivision.
56	56	(5) "Foreign transaction" means a merger,
57	57	acquisition, lease, sale, or other transfer by or to a foreign
58	58	entity of the direct or indirect control of or an interest in a
59	59	business, real property, or other asset located in this state.
60	60	(6) "Sensitive personal data" means information,
61	61	including health, financial, or biometric information, that may
62	62	pose a threat to public safety if obtained by a foreign entity,
63	63	including by exploiting the information to cause harm or coerce an
64	64	individual to perform an act on behalf of the entity.
65	65	Sec. 426.002. APPLICABILITY. This chapter does not apply
66	66	to a transaction governed exclusively by federal law, including an
67	67	international agreement between the United States and a foreign
68	68	nation.
69	69	SUBCHAPTER B. TEXAS COMMITTEE ON FOREIGN INVESTMENT
70	70	Sec. 426.051. COMMITTEE; MEMBERSHIP. (a) The Texas
71	71	Committee on Foreign Investment is established to facilitate the
72	72	review of certain foreign transactions as provided by this chapter.
73	73	(b) The committee is composed of the following members:
74	74	(1) a representative from the office of the governor
75	75	appointed by the governor, who shall serve as chair;
76	76	(2) the following officers or their designees:
77	77	(A) the attorney general;
78	78	(B) the land commissioner;
79	79	(C) the comptroller; and
80	80	(D) the commissioner of agriculture; and
81	81	(3) the heads of the following agencies or their
82	82	designees:
83	83	(A) the Department of Public Safety;
84	84	(B) the Public Utility Commission;
85	85	(C) the Department of Information Resources, or
86	86	its successor in functions relating to cybersecurity; and
87	87	(D) the Railroad Commission of Texas.
88	88	SUBCHAPTER C. REVIEW OF CERTAIN TRANSACTIONS
89	89	Sec. 426.101. FOREIGN TRANSACTIONS SUBJECT TO REVIEW;
90	90	PUBLICATION OF CRITERIA. (a) The governor, in consultation with
91	91	the committee, shall by rule adopt criteria for determining whether
92	92	a foreign transaction is subject to this chapter. The criteria must
93	93	provide that a foreign transaction is subject to this chapter if the
94	94	transaction:
95	95	(1) exceeds the minimum dollar value or the minimum
96	96	ownership percentage as determined by the governor; and
97	97	(2) affects at least one of the following concerns:
98	98	(A) critical infrastructure in this state;
99	99	(B) agricultural land in this state;
100	100	(C) sensitive personal data of residents of this
101	101	state; or
102	102	(D) a strategic industry or asset identified by
103	103	the governor, in consultation with the committee.
104	104	(b) The governor, in consultation with the committee, may by
105	105	rule exempt certain transactions from the requirements of this
106	106	chapter.
107	107	(c) As soon as practicable after adopting the criteria under
108	108	Subsection (a) or an exemption under Subsection (b), the governor
109	109	shall submit to the secretary of state the criteria and exemptions
110	110	adopted under this section and the secretary of state shall publish
111	111	and maintain the information on the secretary of state's Internet
112	112	website.
113	113	Sec. 426.102. NOTICE; REVIEW; REPORT TO COMMITTEE. (a) A
114	114	person who intends to enter into a covered transaction shall, not
115	115	later than the 90th day before the date of the closing or other
116	116	settlement of the transaction, notify the attorney general in the
117	117	form and manner prescribed by the attorney general.
118	118	(b) Not later than the 30th day after the date the attorney
119	119	general receives notice under Subsection (a), the attorney general
120	120	shall complete an initial review of the information provided in the
121	121	notice and determine whether further investigation is warranted. If
122	122	the attorney general determines that further investigation is
123	123	warranted, the attorney general shall conduct a secondary
124	124	investigation. The attorney general shall conclude a secondary
125	125	investigation not later than the 45th day after the date the
126	126	attorney general concludes the initial review.
127	127	(c) On completion of an initial review and, if applicable,
128	128	secondary investigation under Subsection (b), the attorney general
129	129	shall submit a report containing the results of the review and
130	130	investigation to the committee.
131	131	Sec. 426.103. MITIGATION AGREEMENT. (a) If the attorney
132	132	general determines that a mitigation agreement is necessary to
133	133	protect the state's interests, the attorney general shall, as soon
134	134	as practicable after submitting the report under Section 426.102,
135	135	submit a proposed mitigation agreement to the committee. The
136	136	agreement must address concerns raised in the report and may
137	137	require a party to a covered transaction to comply with certain
138	138	requirements proposed by the attorney general, including:
139	139	(1) data protection protocols;
140	140	(2) security clearance requirements;
141	141	(3) restrictions on access by foreign entities to
142	142	assets that are a part of a covered transaction; and
143	143	(4) compliance reporting.
144	144	(b) On receipt of the mitigation agreement from the attorney
145	145	general, the committee shall adopt or reject the agreement.
146	146	(c) If the committee adopts the mitigation agreement, the
147	147	committee shall deliver the agreement to each party to the covered
148	148	transaction.
149	149	(d) If the committee rejects the mitigation agreement, the
150	150	attorney general shall prepare a new mitigation agreement that
151	151	addresses the committee's concerns with the initial agreement.
152	152	(e) The committee shall adopt rules providing procedures to
153	153	implement this section.
154	154	Sec. 426.104. VIOLATION. A person violates this chapter
155	155	if:
156	156	(1) the attorney general determines that a covered
157	157	transaction involving the person requires a mitigation agreement;
158	158	and
159	159	(2) the person:
160	160	(A) executes a covered transaction without
161	161	entering into a mitigation agreement; or
162	162	(B) violates a provision of a mitigation
163	163	agreement.
164	164	Sec. 426.105. CONFIDENTIALITY. Notwithstanding any other
165	165	law, information the committee obtains during a review under
166	166	Section 426.102 or includes in a mitigation agreement under Section
167	167	426.103 is confidential and excepted from disclosure under Chapter
168	168	552. The information may be used in a proceeding under Subchapter D
169	169	at the attorney general's discretion.
170	170	SUBCHAPTER D. ENFORCEMENT
171	171	Sec. 426.151. CIVIL PENALTY; INJUNCTION. (a) A person who
172	172	violates this chapter is liable to the state for a civil penalty in
173	173	an amount not to exceed $50,000 for each violation.
174	174	(b) The attorney general may bring an action to:
175	175	(1) recover the civil penalty imposed under Subsection
176	176	(a); and
177	177	(2) restrain or enjoin a person from violating this
178	178	chapter, including by requiring a person to divest of an interest
179	179	that is the subject of a mitigation agreement.
180	180	(c) The attorney general may recover reasonable attorney's
181	181	fees and other reasonable expenses incurred in bringing an action
182	182	under this section.
183	183	Sec. 426.152. VENUE. Notwithstanding any other law, the
184	184	attorney general may bring an action under this chapter in the
185	185	county where all or a substantial part of the assets that are the
186	186	subject of the covered transaction are located.
187	187	SUBCHAPTER E. ANNUAL REPORT
188	188	Sec. 426.201. ANNUAL REPORT. Not later than September 1 of
189	189	each year, the committee shall prepare and submit to the governor,
190	190	lieutenant governor, and speaker of the house of representatives a
191	191	report that includes:
192	192	(1) the number of transactions reviewed by the
193	193	attorney general during the preceding fiscal year;
194	194	(2) an analysis of the measures imposed by the
195	195	committee in mitigation agreements entered into under this chapter;
196	196	and
197	197	(3) a summary of recommendations for legislative
198	198	changes the committee considers appropriate to promote state and
199	199	national security.
200	200	SECTION 2. Not later than December 1, 2025, the governor, in
201	201	consultation with the Texas Committee on Foreign Investment, shall
202	202	adopt criteria under Section 426.101, Government Code, as added by
203	203	this Act.
204	204	SECTION 3. Chapter 426, Government Code, as added by this
205	205	Act, applies only to a transaction governed by a contract entered
206	206	into on or after January 1, 2026.
207	207	SECTION 4. This Act takes effect September 1, 2025.